- Unparalleled communication solutions leader with global reach, and a local
presence in 130 countries
- A leader in wireline, wireless and converged broadband networking, IP
technologies, applications and services
- Ideally positioned to help service providers, governments and enterprises,
transform their networks
- Pro-forma annual revenues of Euro 18.6 billion* and Euro 2.7 billion* in
R&D investments with approximately 23,000 engineers
- Expected to generate pre-tax annual cost synergies of approximately Euro
1.4 billion within three years
Paris and Murray Hill, N.J., November 30, 2006 – Alcatel (Paris:
CGEP.PA and NYSE: ALA) and Lucent Technologies (NYSE: LU) today announced the
completion of their merger transaction and that they will begin operations as
the world's leading communication solutions provider on December 1st,
2006. The new company Alcatel-Lucent, with one of the largest global
R&D capabilities in communications and the broadest wireless, wireline and
services portfolio, is incorporated in France, with executive offices located
in Paris. The company will be traded on Euronext Paris and the New York Stock
Exchange (NYSE) from December 1st, 2006 under a new common ticker (Euronext
Paris and NYSE: ALU). As a result of the merger, each outstanding share of
Lucent common stock has been converted into the right to receive 0.1952 of an
Alcatel ADS. In connection with the merger, Alcatel has issued approximately
878 million shares, which is equivalent to the total number of ADS to be issued
to the holders of Lucent common stock. Following the completion of the merger,
approximately 2.31 billion ordinary shares of Alcatel-Lucent are
outstanding.
Serge Tchuruk, appointed today as Chairman of the Board of Alcatel-Lucent,
said: “Alcatel-Lucent will be for our customers a partner with the scale and
scope to design, build and manage increasingly complex networks that deliver
advanced converged services and communications experience to the end-user. That
is what Alcatel-Lucent will deliver with an unparalleled focus on execution,
innovation and service for our customers: the company will have the most
experienced global services team in the telecommunications industry, as well as
one of the largest research, technology and innovation organizations in the
industry. In fact, our combined company is ideally positioned to help our
customers transform their networks so they can offer new kinds of personalized,
blended applications and services.”
Patricia Russo, appointed today as Chief Executive Officer of
Alcatel-Lucent, added: “Through this merger, we are bringing together two
top-ranking companies to form an undisputed leader in the industry, a company
poised to enrich people’s lives by transforming the way the world
communicates. Alcatel-Lucent is a strong and enduring ally that service
providers, governments and enterprises can count on to help them unlock new
market and revenue opportunities. This combination represents a strategic fit
of vision, geography, solutions and people, leveraging the best of both
companies to deliver meaningful communications solutions that are personalized,
simple to adopt and available globally. Both Alcatel and Lucent embraced
a common culture of innovation and excellence that will help ensure the success
of our merger.”
A global communications solutions provider
With a comprehensive and diversified portfolio of complementary products,
Alcatel-Lucent is well-positioned to address the fastest growing areas of
network transformation. The company is a leader in IPTV, broadband
access, carrier IP, IMS and next-generation networks, and 3G spread spectrum
(UMTS and CDMA). With more than 18,000 employees working in services
worldwide, the company has the largest and most experienced global services
team in the industry. In enterprise communications solutions, Alcatel-Lucent is
No. 1 in Europe and has more than 250,000 enterprise and government customers
worldwide.
A global reach with local presence
With a worldwide presence in 130 countries, 79,000 employees (after completion
of the Thales transaction) and balanced revenues across all regions,
Alcatel-Lucent has strong customer relationships with the 100 largest
telecommunications operators in the world. The company will have four
geographic regions: Asia-Pacific, Europe and North, Europe and South and North
America, to answer the needs of service providers, enterprises and end-users in
the most advanced telecommunication markets, as well as in high-growth
economies.
There will be five Business Groups: the Wireline Business Group, the
Wireless Business Group and the Convergence Business Group (addressing the
needs of the carrier market), the Enterprise Business Group and the Service
Business Group. Each Business Group will have a decentralized regional
organization that will provide strong local support to customers.
In addition there will be several corporate functions that support the
company including worldwide integrated supply chain and procurement, finance,
information technology, marketing, human resources, legal and
communications.
“While our respective corporate structures have changed, one constant
remains: our commitment to be a first class corporate citizen and to act in a
socially responsible way in interactions with all our stakeholders,” said
Patricia Russo.
Unrivaled breadth and depth of research and innovation expertise
Approximately 23,000 of the 79,000 total number of employees at Alcatel-Lucent
are in R&D, including global Bell Labs which will remain headquartered in
New Jersey, USA. With Euro 2.7 billion invested in R&D in calendar
year 2005 by Alcatel and Lucent and 25,000 active patents, Alcatel-Lucent
stands as an innovation powerhouse, featuring one of the largest global R&D
capabilities in communications ready to partner and collaborate with customers
on breakthrough technology. Alcatel-Lucent also leads standards initiatives
with some 600 experts participating in 130 standardization bodies.
Creating Shareholder Value
Significant cost synergies are expected to be achieved within three years of
closing and will come from several areas, including consolidating support
functions, optimizing the supply chain and procurement structure, leveraging
R&D and services across a larger base, and reducing the combined worldwide
workforce by approximately 9,000 employees. The merger is expected to result in
approximately Euro 1.4 billion in pre-tax annual cost synergies. A substantial
majority of the restructuring activity is expected to be completed within 24
months after closing. The transaction is expected to be accretive to earnings
per share in the first year post closing with synergies, excluding
restructuring charges and amortization of intangible assets.
Corporate governance
The 14 Members of the Board of Directors are: Daniel Bernard, W. Frank Blount,
Jozef Cornu, Linnet Deily, Robert Denham, Edward Hagenlocker, Jean-Pierre
Halbron, Karl Krapek, Daniel Lebègue, Patricia Russo, Henry Schacht and Serge
Tchuruk, and two additional jointly agreed directors appointed by the
Alcatel-Lucent Board: Sylvia Jay and Jean-Cyril Spinetta, who were not members
of either Alcatel Board of Directors or Lucent Board of Directors prior to the
merger. There will be two Board observers representing the employee
shareholders of the company’s Employee Investment Fund: Jean-Pierre Desbois and
Thierry de Loppinot.
Press conference
The press conference will be available via a live audio webcast on Friday,
December 1, 2006 at 1.00PM at: http://www1.alcatel-lucent.com/conferences/day1/
About Alcatel-Lucent
Alcatel-Lucent (Euronext Paris and NYSE: ALU) provides solutions that enable
service providers, enterprises and governments worldwide, to deliver voice,
data and video communication services to end-users. As a leader in fixed,
mobile and converged broadband networking, IP technologies, applications, and
services, Alcatel-Lucent offers the end-to-end solutions that enable compelling
communications services for people at home, at work and on the move. With
79,000 employees and operations in more than 130 countries, Alcatel-Lucent is a
local partner with global reach. The company has the most experienced global
services team in the industry, and one of the largest research, technology and
innovation organizations in the telecommunications industry. Alcatel-Lucent
achieved proforma combined revenues of Euro 18.6 billion in 2005, and is
incorporated in France, with executive offices located in Paris.
Alcatel Press Contacts
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Régine Coqueran
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Tel :+ 33 (0)1 40 76 49 24
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regine.coqueran@alcatel.com
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Mark Burnworth
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Tel :+ 33 (0)1 40 76 50 84
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mark.burnworth@alcatel.com
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Alcatel Investor
Relations
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Pascal Bantegnie
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Tel: +33 (0)1 40 76 52 20
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pascal.bantegnie@alcatel.com
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Maria Alcon
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Tel: +33 (0)1 40 76 15 17
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maria.alcon@alcatel.com
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Charlotte Laurent-Ottomane
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Tel: +1 703 668 7016
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charlotte.laurent-ottomane@alcatel.com
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Lucent Press
Contacts
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Joan Campion
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+1 908-582-5832 (office)
+ 1201-761-9384 (mobile)
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joancampion@lucent.com
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MaryLou Ambrus
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+ 1908-582-8501 (office)
+ 1908-239-6654 (mobile)
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mambrus@lucent.com
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Lucent Investor Relations
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John DeBono
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+ 1908-582-7793 (office)
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debono@lucent.com
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Dina Fede
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+1 908-582-0366 (office)
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fede@lucent.com
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SAFE HARBOR FOR FORWARD LOOKING STATEMENTS
Except for historical information, all other information in this press
release consists of forward-looking statements within the meaning of the US
Private Securities Litigation Reform Act of 1995, as amended. These forward
looking statements include statements regarding the future financial and
operating results of Alcatel-Lucent as well as the benefits and synergies of
the completed merger transaction and other statements about Alcatel-Lucent
managements' future expectations, beliefs, goals, plans or prospects that are
based on current expectations, estimates, forecasts and projections about
Alcatel-Lucent, as well as Alcatel-Lucent's future performance and the
industries in which Alcatel-Lucent operates, in addition to managements'
assumptions. Words such as "expects," "anticipates,"
"targets," "goals," "projects," "intends,"
"plans," "believes," "seeks," "estimates,"
variations of such words and similar expressions are intended to identify such
forward-looking statements which are not statements of historical facts.
These forward-looking statements are not guarantees of future performance and
involve certain risks, uncertainties and assumptions that are difficult to
assess. Therefore, actual outcomes and results may differ materially from
what is expressed or forecasted in such forward-looking statements. These
risks and uncertainties are based upon a number of important factors including,
among others: difficulties and delays in achieving synergies and cost savings;
fluctuations in the telecommunications market; the pricing, cost and other
risks inherent in long-term sales agreements; exposure to the credit risk of
customers; reliance on a limited number of contract manufacturers to supply
products we sell; the social, political and economic risks of our global
operations; the costs and risks associated with pension and postretirement
benefit obligations; the complexity of products sold; changes to existing
regulations or technical standards; existing and future litigation;
difficulties and costs in protecting intellectual property rights and exposure
to infringement claims by others; and compliance with environmental, health and
safety laws. For a more complete list and description of such risks and
uncertainties, refer to Alcatel-Lucent’s Form 20-F for the year ended December
31, 2005, as amended, as well as other filings by Alcatel-Lucent and Lucent
Technologies Inc. with the US Securities and Exchange Commission including
Lucent’s Proxy Statement dated August 7, 2006. Except as required under
the US federal securities laws and the rules and regulations of the US
Securities and Exchange Commission, Alcatel-Lucent disclaims any intention or
obligation to update any forward-looking statements.
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