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AT&T and Microsoft to Streamline Cloud Connectivity for IoT Devices Worldwide

Three UK strengthens Internet of Things with Low Power Wide Area Capability

AT&T and Microsoft to Streamline Cloud Connectivity for IoT Devices Worldwide

A new solution built on AT&T’s global cellular network and Microsoft Azure Sphere will enable secured and effortless deployment of the IoT worldwide

AT&T and Microsoft are teaming up to enable enterprises to seamlessly connect machines and equipment to the cloud with highly secure network connectivity across the globe. As part of the effort, AT&T is working with Microsoft to deliver an integrated IoT solution with Azure Sphere. This AT&T powered guardian device with Azure Sphere will help businesses transform their operations quickly through massive IoT deployments at scale.

The AT&T powered guardian device is the latest example of how the two companies are working together through a strategic alliance to improve how people live and work today and in the future.

The new solution combines the secured architecture of Azure Sphere, a comprehensive IoT security solution including hardware, OS and cloud services with Azure IoT services and the global and multi-layered security of AT&T’s core network.

The AT&T global SIM enables connectivity in more than 200 countries across 500 carriers. AT&T offers managed services to support day-to-day operations.

The guardian device is easy to install and provides an end-to-end solution for connecting machines and equipment to the cloud, bypassing the need for public Internet.

The solution provides fast and highly secure activation right out of the box. It enables enterprises to easily connect existing equipment to the cloud and to Azure IoT Central. With this, a wide variety of industries can rapidly deploy IoT applications relying on the combined security benefits of the AT&T cellular network with Azure Sphere device security.

Think of fast food restaurants, coffee shops, elevators, hospitals, manufacturing plants and the ability to retrofit existing equipment into “smart” devices that are digitally enabled through highly secure cellular connections. Customers can connect their devices and machines to their own cloud environment without the need to connect to a Wi-Fi through a third-party network connection that may not meet their high security standards.

“Our work with AT&T is a prime example of how the convergence of secure cloud computing and network technology helps businesses unlock new customer value and continuously simplify every aspect of our personal and professional lives,” said Corey Sanders, corporate vice president, Microsoft Solutions.

“AT&T and Microsoft share the belief that technology should serve people,” added Mo Katibeh, executive vice president and chief product and platform officer, AT&T Business.  “Working with Microsoft we can offer a truly global solution with strong security and data insights that can help a broad array of industries simplify operations, manage costs, and become more agile in any market.”

AT&T and Microsoft launched their extensive multi-year alliance last year.

One area of focus is aimed at enabling new 5G, cloud and edge computing solutions to drive enterprise capabilities for companies around the world.

Find more information about the AT&T powered guardian device here.

Source: AT&T

How Ford Is Exploring the Quantum World with Microsoft to Help Reduce Congestion

Our connected world has helped billions of people improve their lives in numerous ways such as offering instant access to information, enhancing health care, providing new ways to watch movies or experience music, and equipping our homes with smart speakers.

Yet with all these advancements, many of us find ourselves stuck in more traffic, not less. The fantastic navigation technology that anyone can use and helps us more efficiently get places simply does not have the power to coordinate traffic on a mass scale.

But could it? Through a joint research pilot, Ford and Microsoft scientists have simulated thousands of vehicles and their impact on congestion by leveraging powerful quantum-inspired technology. While we’re still in the early stages of quantum computing development, encouraging progress has been made that can help us take what we’ve learned in the field and start to apply it to problems we want to solve today, while scaling to more complex problems tomorrow.

Julie Love, senior director at Microsoft leading their quantum computing business development, says, “Quantum computing has the potential to transform the auto industry and the way we move. To do that we need to have a deep understanding of the problems that companies like Ford want to solve, which is why collaborations like these are so important.”

Our researchers teamed up in 2018 to develop new quantum approaches running on classical computers already available to help reduce Seattle’s traffic congestion.

During rush hour driving, numerous drivers request the shortest possible routes at the same time, but current navigation services handle these requests in a vacuum. They do not take into consideration the number of similar incoming requests, including areas where other drivers are all planning to share the same route segments, when delivering results.

Just imagine a family trying to get ready for work and school in the morning with similar departure times. If an individual day planning app gave each person the quickest way to get going, there likely would be a bottle-neck at the bathroom. Now scale that to a family of thousands…

Instead of this type of individualized routing, what if we could develop a more balanced routing system — one that could consider all the various route requests from drivers and optimize route suggestions so that the number of vehicles sharing the same roads is minimized? That sounds great — and could potentially save everyone time, not to mention aggravation — but one major roadblock towards balanced routing is the fact that it would require extensive computational resources.

Simply put, it’s not feasible to have traditional computers find the optimal solution from a huge number of possible route assignments in a timely manner. That’s where quantum computing can help. Essentially, existing digital computers translate information into either a 1 or a 0, otherwise known as a bit. But in a quantum computer, information can be processed by a quantum bit (or a qubit) that can simultaneously exist in two different states before it gets measured. Upon measurement, however, either a 1 or a 0 appears randomly and the probability for each is governed by a set of rules called quantum mechanics.

This ultimately enables a quantum computer to process information with a faster speed. Attempts to simulate some specific features of a quantum computer on non-quantum hardware have led to quantum-inspired technology — powerful algorithms that mimic certain quantum behaviors and run on specialized conventional hardware. That enables organizations to start realizing some benefits before fully-scaled quantum hardware becomes available.

With the ability to process vast amounts of data that’s not possible today. It’s easier to imagine how quantum computing has the potential to deliver balanced routing to drivers, which could create a series of cascading benefits: smoother flow of traffic, more efficient commutes, and even reduced pollution.

Additional thoughts from Julie: “By taking what we’ve learned about quantum computing and bringing it to hardware that’s already available, we don’t have to wait until quantum computers are deployed on a wide scale to take advantage of the technology. Using world-class quantum algorithms customized for specific problems, we can bring measurable improvements and drive change that can impact people’s lives.”

Working with Microsoft, we tested several different possibilities, including a scenario involving as many as 5,000 vehicles — each with 10 different route choices available to them — simultaneously requesting routes across Metro Seattle. In 20 seconds, balanced routing suggestions were delivered to the vehicles that resulted in a 73 percent improvement in total congestion when compared to “selfish” routing. The average commuting time, meanwhile, was also reduced by 8 percent — an annual reduction of more than 55,000 hours saved in congestion across this simulated fleet.


These results are promising, so now we’re expanding our partnership with Microsoft to further improve the algorithm and understand its effectiveness in more real-world scenarios. For example, will this method still deliver similar results when some streets are known to be closed, if route options aren’t equal for all drivers, or if some drivers decide to not follow suggested routes? These and more are all variables we’ll need to test for to ensure balanced routing can truly deliver tangible improvements for cities.

Our collaboration with NASA last year also involved similar work around a routing efficiency problem for fleet vehicles, but our growing quantum computing team is working with Microsoft and others to investigate how this technology can be used in areas ranging from robotics to aerodynamics, as Ford continues to seek out ways to create better products and experiences for people.

This work with Microsoft is another example of how we are dedicated to finding innovative solutions for problems our cities face. Our recently unveiled City Insights Platform uses data and advanced software tools to enable cities to explore and help solve a variety of mobility issues. By leveraging parking, transit, traffic, safety and census data, City Insights Platform lets local planners test various concepts even before implementing them in the real world.

The scenario we explored with Microsoft is just one way that quantum-inspired solutions could be of interest to cities. Since we know how a quantum computer would attempt to solve a problem like this, we’ve reached a point where we can apply our knowledge to address near-term issues with hardware that we already have. That puts the future much closer to our grasp than many may have initially thought — and we are intent on seizing the opportunity.

Source: Dr. Ken Washington, Chief Technology Officer, Ford Motor Company

Car manufacturers choose Microsoft as connected car partner

When Microsoft talks about mobility, our interest is the mobility of the person, not of any single device. After all, people now want their technology experience to move with them, from place to place and device to device, at home, at work, and on the move.

Nowhere is this more evident than in today’s connected cars. People expect their car’s computing power to match its horsepower. And car manufacturers are leading the way, bringing mobility solutions to their cars to meet drivers’ changing expectations, as well as enhance safety. These automakers see their cars as technology platforms, and they are choosing Microsoft as their partner.

They are choosing Microsoft because we uniquely deliver end-to-end solutions from the cloud, to the device, to predictive analytics, and do so in a way that allows all our partners to innovate on top of their existing systems. Nobody else offers this breadth and depth to the auto industry.

Today from the International CES in Las Vegas, Volvo Cars, Nissan, Harman and IAV announced new details about their partnerships with Microsoft to enhance their connected car strategies. They join Toyota, Ford, Qoros, Delphi, and other companies already working with Microsoft to bring their cars into the mobile-first, cloud-first world.

In the near future, the car will be connected to the Internet, as well as to other cars, your mobile phone and your home computer. The car becomes a companion and an assistant to your digital life. And so our strategy is to be the ultimate platform for all intelligent cars.

At CES, Microsoft and our partners will demo a variety of mobility solutions available today and reveal new prototypes. We’ll show ways people can be more productive in their cars, how cars can monitor what’s happening in their surroundings to improve safety, and how cars can adapt to unique users to deliver a more personal driving experience.

  • Volvo Cars will showcase new concepts that integrate Microsoft Band 2 with a Windows 10 smartphone and the Volvo on Call Universal App, creating new ways for customers to interact with their vehicles. From the new Microsoft Band, a Volvo owner can press and hold the action button and say, “Volvo, start the heater of my car,” among many other options.
  • Harman will announce a collaboration with Microsoft that will integrate Microsoft Office 365 productivity suite capabilities into Harman infotainment systems. Drivers will be able to access Office 365 services and interact with them through intelligent personal assistant software to schedule meetings, hear and respond to important emails, and make Skype calls when in park, or when on the road in autonomous vehicles.
  • IAV will use Windows 10 Continuum to stream Windows 10 via a mobile device directly to a car’s dashboard, giving drivers access to Windows 10 features and apps such as Cortana, Skype for Business, Calendar, Outlook and Groove Music while the vehicle is in autonomous driving mode or parked. This integration allows drivers to use the devices they already own. Microsoft and IAV will also demo how to use Cortana Analytics and data from a vehicle’s surroundings to improve safety by anticipating and mitigating potential vehicle and pedestrian accidents.

In addition, Nissan Motor Company and Microsoft will announce that all Nissan LEAF and Infiniti models in Europe will have Connect Telematics Systems (CTS) powered by Microsoft Azure.

Source: Microsoft









Volvo Cars to develop next generation automotive technologies with Microsoft


Volvo Cars, the premium car maker, will work together with Microsoft, the leading platform and productivity company, to jointly develop next generation automotive technologies.

 The two companies today revealed how Microsoft HoloLens, the world’s first fully untethered holographic computer, might be used in future to redefine how customers first encounter and explore a car, as well as how cars might be bought and sold in future.

 Areas of future collaboration between the two companies could include autonomous driving technologies and the utilisation of data generated from connected cars to create new services.

Today’s HoloLens demonstration was conducted at Microsoft’s global headquarters in Redmond, USA, and showed how mixed reality might be used by customers to configure cars in three dimensions. With HoloLens, a powerful, wearable computer, holograms are mixed into the physical world.

“HoloLens offers the freedom to create a bespoke experience which customers can steer themselves. Imagine using mixed reality to choose the type of car you want – to explore the colours, rims, or get a better understanding of the features, services and options available,” said Björn Annwall, Senior Vice President, Marketing, Sales and Service at Volvo Cars.

 He added HoloLens technology might also liberate dealers from more traditional sales environments and allow them to take a car configurator out on the road in small Pop-Up stores, shopping malls or on the high street, opening up new sales channels and introducing cars to a far larger potential audience.

 At the HoloLens demonstration today, participating journalists were also given a mixed reality preview of Volvo’s new S90 premium sedan, which will be unveiled in reality at the North American International Auto Show in Detroit in January.

 Today’s event offered an indication of the potential of mixed reality to transform the relationship between the customer and the car. Journalists were able to experience Volvo’s new sedan and its latest autonomous driving technology in 3D before the car has even been built and launched.

 “We are thrilled to be working with Volvo Cars to reimagine what is possible in car design, discovery and purchasing. We are excited to be at this intersection of technology and human-centric design with Volvo,” Scott Erickson, Senior Director, Microsoft HoloLens at Microsoft Corp.

 Today’s demonstration marks the beginning of longer term cooperation between Volvo and Microsoft that will embrace a range of new technologies, all of which have implications for the automotive industry.

 One area of focus will be autonomous driving. Volvo Cars is a pioneer in car safety and is leading the way when it comes to connected cars and autonomous driving. It has announced a programme called Drive-Me in which 100 self-driving and connected cars will be given to real customers on real roads around the Swedish city of Gothenburg by 2017, the world’s largest autonomous driving experiment.

 Other areas of cooperation are expected to include how information gathered by cars and their drivers can be used to enhance the driving experience and the possibility of using predictive analytics to improve safety.

 “We are extremely happy to innovate with Microsoft in the field of future mobility,” said Klas Bendrik, Senior Vice President and Chief Information Officer at Volvo Cars. “Today’s technology will allow us to achieve not only a more sustainable and crash-free future but also new benefits for our customers and society. Together with Microsoft we aim to pioneer in this field.”

Source: Vovo

Microsoft and Toshiba will build in-car IoT systems

Toshiba and Microsoft have signed a memorandum of understanding (MOU) to jointly develop solutions for the Internet of Things (IoT). Leveraging Toshiba’s innovative IoT devices with Microsoft’s Azure IoT Cloud infrastructure, Toshiba will deliver state of the art sensor-data-driven applications in various market segments starting in calendar year 2015.

In this partnership, Toshiba will provide XaaS (X as a Service) making use of its extensive in-house technologies such as ApP Lite (Application Processor Lite), in-vehicle driving recorders, sensors and cloud storage services and Microsoft will provide IaaS (Infrastructure as a Service), private line services (Azure ExpressRoute) and advanced analytics (Azure Machine Learning) as part of Microsoft Azure.

Together Toshiba and Microsoft will offer innovative IoT enterprise solutions, starting with the transportation and logistics market.

Source: Toshiba

Nokia sale expected to be approved by Shareholders

Nokia shareholders are expected to approve the sale of its mobile phone business to Microsoft today, with the deal’s financial benefits likely to outweigh resistance from a minority of investors upset over the sale of a Finnish national icon.

Nokia agreed in September to sell its devices and services business and license its patents to Microsoft for 5.44 billion euros (£4.57 billion) after failing to recover from a late start in smartphones.

The sale, which is expected to close in the first quarter of next year after regulatory approvals, is set to boost Nokia’s net cash position to nearly 8 billion euros from around 2 billion in the third quarter and allow it to return cash to shareholders, possibly through a special dividend.

Without the loss-making handset business, the remaining company will earn over 90 percent of sales from telecom equipment unit Nokia Services and Networks (NSN) and will also include a navigation software business and a trove of patents.

Since the Microsoft deal was announced, Nokia shares have doubled, closing at 6.00 euros on Monday.

Last year, they fell as far as 1.33 euros, a level not seen since 1994, on worries the mobile phone business would burn through cash before it could ever catch up with rivals such as Samsung Electronics and Apple Inc.

Billionaire and activist investor Daniel Loeb said in October that he had taken a position in Nokia and that he expects a “meaningful portion of the excess” cash from the Microsoft deal to be returned to investors.

While approval from shareholders is considered a done deal, Tuesday’s meeting, which starts at 2:00 p.m. (1200 GMT) in Helsinki’s Ice Hall arena, will also be a chance for some shareholders to vent their dissatisfaction.

The sale of the mobile phones business, Finland’s biggest brand and at one point worth 4 percent of national GDP, came as a shock to many Finns. The company’s success helped to transform Finland from a backwater economy in the shadow of the Soviet Union into a high-tech powerhouse.

At Nokia’s last regular shareholders’ meeting, many shareholders took to the microphone to question CEO Stephen Elop’s strategy, particularly his 2011 decision to adopt Microsoft’s Windows Phone software over Nokia’s own Symbian or Google’s widely popular Android operating system.

Elop stepped down when he announced the agreement with Microsoft, his former employer, and is due to return to the Redmond, Washington company when the deal closes.

Finnish tabloids have called him a “Trojan horse”, although most analysts have been sympathetic, saying there were few good options for the company by the time he was hired in late 2010.

One Finnish businessman and former Nokia manager had set up a group called Nokita, translated as “bet higher” in Finnish, in an attempt to outbid Microsoft. He said on Monday that he failed to find enough investors.

“Of course there was a bit of a patriotic idea behind my plan, but there was also the calculation,” said Juhani Parda, who believed Nokia’s devices business could be worth around 23 billion euros in three years by adopting Android in addition to Windows Phone. “I think 5.44 billion is definitely good for Microsoft. I’m not sure it’s the best deal for shareholders.”

Source: Reuters

Nokia to sell Devices & Services business to Microsoft in EUR 5.44 billion all-cash transaction

Nokia to sell Devices & Services business to Microsoft in EUR 5.44 billion all-cash transaction


Nokia Corporation
Stock Exchange Release
September 3, 2013 at 06.00 (CET +1)

  • Transaction expected to be significantly accretive to Nokia earnings.
  • Nokia continues to develop, and sees significant value in, advanced technologies, its patent portfolio and Nokia brand.
  • Nokia focusing on NSN, HERE and Advanced Technologies post-transaction. Each business a leading player in its respective segment.
  • Nokia outlines changes to leadership and Board of Directors.

ESPOO, Finland – Nokia Corporation today announced that it has signed an agreement to enter into a transaction whereby Nokia will sell substantially all of its Devices & Services business and licence its patents to Microsoft for EUR 5.44 billion in cash, payable at closing. Nokia expects to book a gain on sale of approximately EUR 3.2 billion, and expects the transaction to be significantly accretive to earnings.

The transaction is expected to close in the first quarter of 2014, subject to approval by Nokia shareholders, regulatory approvals and other customary closing conditions.

Following the transaction, Nokia plans to focus on its three established businesses, each of which is a leader in enabling mobility in its respective market segment: NSN, a leader in network infrastructure and services; HERE, a leader in mapping and location services; and Advanced Technologies, a leader in technology development and licensing. At closing, this transaction is expected to strengthen Nokia’s financial position and provide a solid basis for future investment in these three businesses.

 “After a thorough assessment of how to maximize shareholder value, including consideration of a variety of alternatives, we believe this transaction is the best path forward for Nokia and its shareholders,” said Risto Siilasmaa, Chairman of the Nokia Board of Directors and, following today’s announcement, also Nokia interim CEO.

Deal Terms

Subject to the closing of the transaction, Microsoft will acquire substantially all of Nokia’s Devices & Services business, including the Mobile Phones and Smart Devices business units as well as an industry-leading design team, operations including all Nokia Devices & Services production facilities, Devices & Services-related sales and marketing activities, and related support functions. At closing, approximately 32,000 people are expected to transfer to Microsoft, including approximately 4,700 people in Finland. Nokia’s CTO (Chief Technology Office) organization and patent portfolio will remain within the Nokia Group. The operations that are planned to be transferred to Microsoft generated an estimated EUR 14.9 billion, or almost 50%, of Nokia’s net sales for the full year 2012.

As part of the transaction, Nokia will grant Microsoft a 10 year non-exclusive license to its patents as of the time of the closing, and Microsoft will grant Nokia reciprocal rights related to HERE services. In addition, Nokia will grant Microsoft an option to extend this mutual patent agreement to perpetuity. Of the total purchase price of EUR 5.44 billion, EUR 3.79 billion relates to the purchase of substantially all of the Devices & Services business, and EUR 1.65 billion relates to the mutual patent agreement and future option.

Additionally, Microsoft will become a strategic licensee of the HERE platform, and will separately pay Nokia for a four year license. This revenue stream is expected to substantially replace the revenue stream HERE is currently receiving from Nokia’s Devices & Services business internally. If the transaction closes Microsoft is expected to become one of the top three customers of HERE.

Microsoft has agreed to make immediately available to Nokia EUR 1.5 billion of financing in the form of three EUR 500 million tranches of convertible bonds to be issued by Nokia maturing in 5, 6 and 7 years respectively. It is at Nokia’s discretion if it chooses to draw down all or some of these tranches. The financing is not conditional on the transaction closing. If the transaction closes, any outstanding bonds will be redeemed and netted against the deal proceeds by the amount of principal and accrued interest.

The following are the key terms of the three tranches of bonds Nokia may choose to issue:

  • The first tranche matures in 5 years and has a 1.125% per annum coupon payable semi-annually with an initial conversion price of EUR 3.9338.
  • The second tranche matures in 6 years and has a 2.5% per annum coupon payable semi-annually with an initial conversion price of EUR 4.0851.
  • The third tranche matures in 7 years and has a 3.625% per annum coupon payable semi-annually with an initial conversion price of EUR 4.2364.

The Board of Directors of Nokia will separately assess whether to draw down some or all of this financing. If Nokia would decide to utilize this financing option, the earliest that Microsoft could convert any of these bonds to shares is two years from draw down.

Microsoft has agreed to a 10 year license arrangement with Nokia to use the Nokia brand on current Mobile Phones products. Nokia will continue to own and maintain the Nokia brand.  Under the terms of the transaction, Microsoft has agreed to a 10 year license arrangement with Nokia to use the Nokia brand on current and subsequently developed products based on the Series 30 and Series 40 operating systems.  Upon the closing of the transaction, Nokia would be restricted from licensing the Nokia brand for use in connection with mobile device sales for 30 months and from using the Nokia brand on Nokia’s own mobile devices until December 31, 2015.

The transaction is subject to potential purchase price adjustments, protecting both Nokia and Microsoft, and a USD 750 million termination fee payable by Microsoft to Nokia in the event that the transaction fails to receive necessary regulatory clearances.

Building Nokia’s next chapter

Following the transaction, Nokia plans to focus on its three established businesses, each of which is a leader in enabling mobility in its respective market segment: NSN, a leader in network infrastructure and services; HERE, a leader in mapping and location services; and Advanced Technologies, a leader in technology development and licensing.

Nokia will retain its headquarters in Finland. Excluding the approximately 32,000 people planned to transfer to Microsoft, Nokia would have employed approximately 56,000 people at the end of the second quarter 2013.

“Today is an important moment of change and reinvention for Nokia and its employees,” said Nokia Chairman and interim CEO Mr. Siilasmaa. “With our strong corporate identity, leading assets and talent, and from a position of renewed financial strength, we will build Nokia’s next chapter.”

NSN, a wholly-owned business of Nokia since August 2013, is a leader in mobile broadband, and is focused on operating at the forefront of each generation of mobile technology, including pushing the boundaries of connecting people through LTE and future technologies. Nokia continues to manage NSN as a strong, independent entity.

HERE will continue to focus on growing its industry-leading position through a broad location offering across mobile devices, connected devices, enterprise solutions and the automotive environment. HERE will continue to execute its strategy to become the leading independent location cloud platform company, offering mapping and location services across different screens and operating systems.

Our Advanced Technologies business will build on several of Nokia’s current CTO and Intellectual Property Rights activities.Advanced Technologies will explore new business opportunities through advanced research, development and concept products in areas such as connectivity, sensing and material technologies, as well as web and cloud technologies. At the same time, Advanced Technologies plans to continue to build Nokia’s patent portfolio from this innovation and targets to expand its industry-leading technology licensing program, spanning technologies that enable mobility today and tomorrow.

“Following this transaction, Nokia’s financial situation is expected to be significantly stronger and its earnings profile significantly improved,” said Nokia CFO and interim President Timo Ihamuotila. “We will have three well-positioned businesses, each a leader in its market. Overall, we will continue to focus on managing and maximizing the assets of Nokia Group prudently and pragmatically to create value for Nokia shareholders.”

Historical pro forma information and strategic evaluation

This transaction is expected to be significantly accretive to Nokia earnings. In the first half 2013, Nokia Group net sales were EUR 11.5 billion and non-IFRS operating margin was 4.2%. On a pro forma basis assuming this transaction would have closed, Nokia Group net sales would have been EUR 6.3 billion and non-IFRS operating margin would have been 12.1% in the first half 2013.


as previously published
Continuing Operations
pro forma

as previously published
pro forma
  Non-IFRS Reported Non-IFRS Reported Non-IFRS Reported Non-IFRS Reported
  1-6 2013 1-6 2013 1-6 2013 1-6 2013 1-12 2012 1-12 2012 1-12 2012 1-12 2012
Net sales
(EUR billions)
11.5 11.5 6.3 6.2 30.3 30.3 15.3 15.3
Operating profit (%) 4.2 -2.3 12.1 0.8 0.4 -7.6 8.5 -4.0

1) The pro forma net sales for continuing operations have been calculated by deducting the Mobile Phones and Smart Devices business units net sales and spare parts net sales from the Nokia Group net sales.
2) Additionally, continuing operations pro forma net sales have been adjusted to reflect the HERE platform license agreement under which Microsoft will separately pay Nokia, as if the transaction had closed on January 1, 2012.
3) The pro forma operating profit % has been calculated by deducting the Mobile Phones and Smart Devices business units costs from the Nokia group costs as well as by making certain cost adjustments between the transferring business and continuing operations to reflect the scope of the transaction.
4) The above figures reflect the retrospective application of IAS 19R, Employee benefits, as published in our 2013 interim reports.

The transaction is also expected to significantly strengthen Nokia’s financial position and Nokia targets to return to being an investment grade company. If this transaction as well as Nokia’s acquisition of 50% of NSN would have closed before the end of the second quarter 2013, Nokia would have ended the quarter with gross cash of EUR 14.9 billion and net cash of EUR 7.8 billion, excluding transaction related expenses and taxes. Assuming repayment of financing facilities related to the NSN acquisition as well as Nokia’s debt facilities of EUR 1.8 billion maturing before the end of the first quarter 2014, Nokia would have ended the second quarter 2013 with gross cash of EUR 11.4 billion and net cash of EUR 7.8 billion, excluding transaction related expenses and taxes. This compares to reported gross cash of EUR 9.5 billion and net cash of EUR 4.1 billion at the end of the second quarter 2013.

Nokia’s Board of Directors is conducting a strategy evaluation for Nokia Group between signing and closing of the transaction. This evaluation will comprise of evaluations of strategies for each of Nokia’s three businesses and possible synergies between them, as well as an evaluation of the optimal corporate and capital structure for Nokia after the closing of the transaction. After this evaluation is complete, deemed excess capital is planned to be distributed to shareholders.

Nokia expects to book a gain on sale of approximately EUR 3.2 billion from the transaction, excluding any potential tax implications, gains or losses related to currency translation differences triggered by the transaction. In connection with the transaction, Nokia will be required to evaluate whether the impact of the sale on future cash flows or operating results requires changes in the carrying values of any of its remaining assets or liabilities. This evaluation will include, among other things, a review of existing goodwill balances for impairment and the potential recoverability of deferred tax assets currently subject to valuation allowance.  Additional assets and liabilities may require adjustment upon completion of our review.

Nokia Leadership

Nokia today announced changes to its leadership as a result of the proposed transaction. These changes, which are effective immediately, are designed to provide an appropriate corporate governance structure during the interim period following the announcement of this transaction.

The Nokia Leadership Team will continue to consist of the current members, but with changes in positions and reporting lines as outlined below.

Risto Siilasmaa will assume an interim CEO role for Nokia while continuing to serve in his role as Chairman of the Nokia Board of Directors. As part of his interim CEO role, Mr. Siilasmaa will, among other tasks, oversee strategy and have four direct reports: Michael Halbherr, Executive Vice President, HERE; Stephen Elop, Executive Vice President, Devices & Services; Timo Ihamuotila, Nokia CFO and interim President; and Jesper Ovesen, Executive Chairman of the NSN Board of Directors.

To avoid the perception of any potential conflict of interest between now and the pending closure of the transaction, Stephen Elop will step aside as President and CEO of Nokia Corporation, resign from the Board of Directors, and will become Executive Vice President, Devices & Services. The following Nokia Leadership Team members will report to Mr. Elop: Marko Ahtisaari, Executive Vice President, Design; Jo Harlow, Executive Vice President, Smart Devices; Juha Putkiranta, Executive Vice President, Operations; Timo Toikkanen, Executive Vice President, Mobile Phones; and Chris Weber, Executive Vice President, Sales and Marketing.

Timo Ihamuotila becomes President of Nokia for the interim period while also continuing to serve as CFO. Mr. Ihamuotila will assume the responsibility of chairing the Nokia Leadership Team. The following Nokia Leadership Team members will report to Mr. Ihamuotila: Louise Pentland, Executive Vice President and Chief Legal Officer; Henry Tirri, Executive Vice President and Chief Technology Officer; Juha Äkräs, Executive Vice President, Human Resources; and Kai Öistämö, Executive Vice President, Corporate Development.
We expect that Mr. Elop, Ms. Harlow, Mr. Putkiranta, Mr. Toikkanen, and Mr. Weber would transfer to Microsoft at the anticipated closing.

Mr. Ahtisaari has decided to again pursue entrepreneurial opportunities. He will step down from the Nokia Leadership Team and his position as Executive Vice President, Design, effective as from November 1, 2013. He will continue to work on activities related to the transaction through November 30, 2013. Effective November 1, 2013 Stefan Pannenbecker will start leading Design, reporting to Mr. Elop.

This announcement does not change the current leadership for Nokia Solutions and Networks. Rajeev Suri will continue to serve as CEO, NSN, reporting to NSN’s Board which continues to be chaired by Jesper Ovesen who continues to serve as NSN’s Executive Chairman and reports to Mr. Siilasmaa.

Nokia Board of Directors

To avoid the perception of any potential conflict of interest between now and the pending closure of the transaction, Stephen Elop will resign from the Nokia Board of Directors effective today. The Nokia Board currently consists of the following nine members: Risto Siilasmaa, Chairman; Jouko Karvinen, Vice Chairman; Bruce Brown; Elizabeth Doherty; Henning Kagermann; Helge Lund; Mårten Mickos; Elizabeth Nelson and Kari Stadigh. As a result of Mr. Siilasmaa assuming the interim CEO role, and in line with good corporate governance, Mr. Siilasmaa will no longer be a member and Chairman of the Corporate Governance & Nomination Committee. The Corporate Governance and Nomination Committee currently consists of the following three members:  Mr. Kagermann, Mr. Karvinen and Mr. Lund. The Board elected Mr. Karvinen as the Chairman of the Corporate Governance & Nomination Committee. The composition of the Personnel Committee and the Audit Committee remain unchanged.

Extraordinary shareholders meeting and Nokia Board recommendation

Under the terms of the agreement, the closing of the transaction will be subject to approval by Nokia shareholders. Nokia plans to hold an Extraordinary General Meeting on November 19, 2013 and to publish a notice of the meeting and make available more information on the transaction and its background later this month. Having thoroughly analysed the transaction and other alternatives available, the Board of Directors decided to enter into the transaction and recommends that Nokia shareholders vote to confirm and approve the sale of substantially all of the Devices & Services business to Microsoft at the Extraordinary General Meeting.

Investor Conference Call

Today, Nokia executives will hold an investor call at 3.00pm Finnish time. A live webcast of the conference call will be available at http://investors.nokia.com. Media representatives can view the webcast or listen in at +1 706 634 5012, conference ID 45390451.

Press Conference

Nokia will host a press conference today on Tuesday at 11.00 a.m. EET in Dipoli, Espoo (Otakaari 24). Registration will start at 10 a.m., and the doors will open at 10.40 a.m. Due to space constraints, only media who show valid press credentials at the registration will be admitted. Media are encouraged to watch a live webcast of the press conference via: http://press.nokia.com.

Source: Nokia Communications Press Release