As Part Of The Implementation Of Its Transformation Plan, The Shift Plan, Alcatel-Lucent Announces Three Transactions Aiming At Strengthening Its Equity And At Providing It With Greater Financial F...

PARIS, Nov. 4, 2013 (GLOBE NEWSWIRE) --
  NOT FOR DISTRIBUTION DIRECTLY OR INDIRECTLY IN OR INTO AUSTRALIA, CANADA OR                                     JAPAN.Alcatel-Lucent (the "Company") announces the launch ofa  capital increase for an amount of  €955 million (the "Capital Increase"), itsintent to launch a high yield bonds offering in an aggregate principal amount ofUS$750  million (subject to market conditions) and the execution of a commitmentletter  for the implementation of a  new syndicated revolving credit facility of€500 million.The  Capital  Increase  will  be  conducted  by  way of issuance of preferentialsubscription  rights ("Rights")  to holders  of the  Company's existing ordinaryshares  ("Existing Ordinary Shares").  Holders of Existing  Ordinary Shares willreceive  one Right for every Existing Ordinary Shares held on the record date ofNovember  18, 2013. The subscription price for the new ordinary shares (the "NewOrdinary  Shares") will  be €2.10  per share  (nominal value  of €0.05 and issuepremium of €2.05) on the basis of 8 New Ordinary Shares for 41 Existing OrdinaryShares,  resulting in  the issuance  of between  454,722,512 and 460,000,000 NewOrdinary  Shares.  The  Rights  will  be  issued  and detached from the ExistingOrdinary  Shares, and the subscription period will start, on November 19, 2013,and  will end on  November 29, 2013. Rights remaining  unexercised at the end ofthe subscription period will expire.Based on this subscription price, the gross proceeds of the Capital Increase areexpected  to be approximately €955 million.  The purpose of the Capital Increaseis to strengthen the equity of the Company.Subject  to  certain  limited  exceptions,  the  Capital  Increase  is  not madeavailable to holders of Existing Ordinary Shares located in the United States orany  other jurisdiction  where such  offer for  sale of  the New Ordinary Shareswould  be unlawful.  For holders  of the  Company's American  Depositary Shares,rights  attributed in respect of deposited Existing Ordinary Shares are expectedto be sold on their behalf on Euronext Paris before they lapse.Important NoticeSUnited StatesThis  announcement is being issued by Alcatel Lucent (the "Company") pursuant toRule  135c under  the  US  Securities  Act  of 1933, as amended (the "SecuritiesAct"), and is neither an offer to sell nor a solicitation of an offer to buy anysecurities  described herein,  and shall  not constitute  an offer  to sell or asolicitation  of an  offer to  buy, or  a sale  of, any  such securities  in anyjurisdiction  in  which  such  offer,  solicitation  or  sale  is  unlawful. Thesecurities described herein have not been, and will not be, registered under theSecurities  Act  and  may  not  be  offered  or sold in the United States absentregistration   or  an  exemption  from  the  registration  requirements  of  theSecurities Act. There will be no public offer of any securities described hereinin  the United States. These securities have not been approved or disapproved bythe  US Securities and  Exchange Commission, any  state securities commission inthe  United States or  any other US  regulatory authority. Any representation tothe contrary is a criminal offense in the United States.The  release,  publication  or  distribution  of  this  press release in certainjurisdictions  may  be  restricted  by  laws  or  regulations.  Persons  in suchjurisdictions   into   which  this  press  release  is  released,  published  ordistributed   must  inform  themselves  about  and  comply  with  such  laws  orregulations.FranceA prospectus in the French language (the "Prospectus") has been granted visa no.13-583 from  the AMF dated November 3, 2013 (consisting  of (i) an annual report(Document  de référence)  filed with  the AMF  on March 12, 2013 under no. D.13-0124, (ii)  a first  update of  the annual  report (Actualisation du Document deréférence)  filed with the AMF on June 25, 2013 under no. D.13-0124-A01, (iii) asecond  update of  the annual  report (Actualisation  du Document  de référence)filed  with the AMF on November 3, 2013 under  no. D 13-0124.A02 and (iv) a Noted'opération,  which received visa no. 13-583 dated November 3, 2013 from the AMF(including a summary of the prospectus).Alcatel Lucent draws the public's attention to the sections relating to the riskfactors  in the  prospectus approved  by the  AMF appearing  in chapter 3 of theannual  report, section 4 of the first update of the annual report, section 4 ofthe second update of the annual report and chapter 2 of the Note d'opération.European Economic Area (other than France)The offer is open to the public in France only.With  respect to  each Member  State of  the European  Economic Area  other thanFrance  (the "Member States")  that has implemented  the Directive 2003/71/EC asamended  by the Directive 2010/73/EU, no action has  been taken or will be takenin  order to  allow an  offer to  the public  of new  shares and/or preferentialsubscription  rights requiring  the publication  of a  prospectus in  any of theMember  States. As a result, new  shares and/or preferential subscription rightsmay only be offered in Member States, other than France: 1. to qualified investors as defined by the Prospectus Directive as amended, if    applicable, by the implementation of the Amending Prospectus Directive in    the Member State concerned; 2. to fewer than 100, or if the Member State concerned has implemented the    Amending Prospectus Directive, 150 individuals or legal entities other than    qualified investors (as defined in the Amending Prospectus Directive); or 3. in any other circumstances not requiring Alcatel Lucent to publish a    prospectus as provided under Article 3(2) of the Prospectus Directive.For  the purposes of this restriction, (i) the notion of "offer to the public ofnew  shares  and/or  preferential  subscription  rights"  in  any  Member  Stateconcerned  refers to any communication sent to individuals or legal entities, inany  form  and  by  any  means,  and  providing sufficient information about theconditions  of the offer and about Alcatel Lucent's shares to enable an investorto decide to buy or subscribe for such shares, as amended, if applicable, in theMember  State  concerned  within  the  framework  of  the  implementation of theProspectus  Directive,  (ii)  the  expression  "Prospectus  Directive" refers toDirective  2003/71/EC and  includes  any  implementing  measures  in each MemberState,  and  (iii)  the  expression  "Amending  Prospectus  Directive" refers toDirective  2010/73/EU and  includes  any  implementing  measures  in each MemberState.A depositary institution in a Member State in which the offer is not open to thepublic  may inform  its clients  who are  shareholders of  Alcatel Lucent of theallocation  of preferential subscription rights insofar  as it is required to doso  in respect of  its contractual obligations  towards its shareholders clientsand  provided that the communication of  such information does not constitute an"offer  to the  public" in  this Member  State. A  shareholder of Alcatel Lucentlocated  in a  Member State  in which  the offer  is not  open to the public mayexercise their preferential subscription rights provided that they have not beenthe recipient within said Member State of a communication constituting an "offerto the public" as defined above.These selling restrictions concerning Member States are in addition to any otherselling  restrictions applicable in  the Member States  of the European EconomicArea having implemented the Prospectus Directive.United KingdomThis  press release is directed only at  (i) persons outside the United Kingdom,(ii)  investment  professionals  falling  within  Article 19(5) of the FinancialServices  and Markets  Act 2000 (Financial  Promotion) Order 2005 (the "Order"),(iii)  persons referred to  in Article 49(2) (a)  to (d) of  the Order (high networth  entities, non-registered  associations, etc.)  and (iv)  other persons towhom  the Prospectus  may be  lawfully communicated  (the persons listed in (i),(ii),  (iii)  and  (iv)  above  being  referred  to  as "Relevant Persons"). Anyinvitation,  offer or agreement to subscribe, purchase or acquire the new sharesof  the preferential subscription  rights will be  engaged in only with RelevantPersons.  New shares or preferential subscription  rights may only be offered orissued to persons in the United Kingdom who are not Relevant Persons. Any personwho is not a Relevant Person must not act or rely on this document or any of itscontents.  Persons in charge of distributing this press release must comply withthe legal conditions of publication of this press release.Cautionary Note on Forward-Looking StatementsExcept for historical information, all other information herein consists offorward-looking statements within the meaning of the U.S. Private SecuritiesLitigation Reform Act of 1995, as amended.  These forward-looking statements arenot guaranties of future performance and involve certain risks, uncertaintiesand assumptions that are difficult to assess.  For a more complete list anddescription of such risks and uncertainties, refer to Alcatel Lucent's AnnualReport on Form 20-F for the year ended December 31, 2012, as well as otherfilings by Alcatel Lucent with the U.S. Securities and Exchange Commission.                                      ---Alcatel Lucent Press ContactsSIMON POULTER                simon.poulter@alcatel-lucent.com   T : +33 (0)1 40 76 50 84ALCATEL LUCENT INVESTOR RELATIONSFRANK MACCARY               frank.maccary@alcatel-lucent.com     T : + 33 (0)1 40 76 12 11TOM BEVILACQUA              thomas.bevilacqua@alcatel-lucent.com T : + 1 908-582-7998CORALIE SPAETER             coralie.spaeter@alcatel-lucent.com   T : +33 (0)1 40 76 49 0820131104_Alcatel-Lucent_financial_transactions: http://hugin.info/138255/R/1740191/584209.pdf[HUG#1740191]

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