Alcatel and Lucent Technologies Announce Filing of Initial Registration Statement With the SEC
May 09 2006 - 3:15PM
PR Newswire (US)
PARIS and MURRAY HILL, N.J., May 9 /PRNewswire-FirstCall/ --
Following the announcement on April 2, 2006, of their proposed
merger transaction, Alcatel (NYSE: ALA; Paris: CGEP.PA) and Lucent
Technologies (NYSE:LU) today announced the filing of a Registration
Statement with the U.S. Securities and Exchange Commission (SEC).
The Registration Statement includes the preliminary prospectus of
Alcatel in connection with the offering of Alcatel American
Depositary Shares and underlying Alcatel ordinary shares in the
proposed merger transaction, and a preliminary proxy statement of
Lucent Technologies in connection with the special meeting of
Lucent Technologies stockholders to vote on such combination. The
Registration Statement, filed pursuant to the U.S. securities laws,
is publicly available as of the date of its filing with the SEC and
is subject to amendment and completion. It will not be effective
until such date as the SEC, acting pursuant to applicable U.S.
securities laws, so determines. Investors and security holders can
obtain free copies of the Registration Statement through the web
site maintained by the SEC at http://www.sec.gov/ and on the web
sites of Alcatel at http://www.alcatel.com/ and Lucent Technologies
at http://www.lucent.com/ . Investors and security holders can
obtain free copies of a non-certified French translation, for
information purposes only, of the Alcatel Registration Statement
filed with the SEC which Alcatel will make available on its web
site at http://www.alcatel.fr/ prior to the financial markets
opening in Paris on May 10, 2006. Copies may also be obtained from
Alcatel by contacting Investor Relations at
http://www.alcatel.com/investors , by mail to the Financial
Communication Department (Direction de la Communication
financiere), 54, rue La Boetie, 75008 Paris, France or by telephone
by contacting the investor relations or press representatives of
Alcatel listed below. In connection with the proposed combination
and admission to trading on Eurolist by Euronext Paris of the new
Alcatel ordinary shares to be issued in exchange for Lucent
Technologies common shares, Alcatel intends to submit at a later
date to the approval (visa) of the "Autorite des marches
financiers" (AMF) a prospectus consisting of Alcatel's "document de
reference" (registration document) for the year ended December 31,
2005 filed with the AMF on March 30, 2006 and a "note d'operation"
(offering document) relating to the proposed combination and the
issuance of new Alcatel ordinary shares. About Alcatel Alcatel
provides communications solutions to telecommunication carriers,
Internet service providers and enterprises for delivery of voice,
data and video applications to their customers or employees.
Alcatel brings its leading position in fixed and mobile broadband
networks, applications and services, to help its partners and
customers build a user-centric broadband world. With sales of EURO
13.1 billion and 58,000 employees in 2005, Alcatel operates in more
than 130 countries. For more information, visit Alcatel on the
Internet: http://www.alcatel.com/ About Lucent Lucent designs and
delivers the systems, services and software that drive
next-generation communications networks. Backed by Bell Labs
research and development, Lucent uses its strengths in mobility,
optical, software, data and voice networking technologies, as well
as services, to create new revenue- generating opportunities for
its customers, while enabling them to quickly deploy and better
manage their networks. Lucent's customer base includes
communications service providers, governments and enterprises
worldwide. For more information on Lucent, which has headquarters
in Murray Hill, N.J., U.S.A., visit http://www.lucent.com/ .
IMPORTANT ADDITIONAL INFORMATION WILL BE FILED WITH THE SEC AND
SUBMITTED TO THE APPROVAL OF THE AMF In connection with their
proposed combination, Alcatel and Lucent Technologies have filed
and intend to file relevant materials with the SEC, including the
filing by Alcatel of a preliminary Registration Statement referred
to herein on Form F-4, and of a preliminary Registration Statement
on Form F-6 to be filed at a later date (collectively, the
"Registration Statements"), which include a preliminary prospectus
and related materials to register with the SEC the Alcatel American
Depositary Shares ("ADS"), as well as the Alcatel ordinary shares
underlying such Alcatel ADSs, to be issued in exchange for Lucent
Technologies common shares, and Alcatel and Lucent Technologies
have filed with the SEC a Proxy Statement/Prospectus relating to
the proposed transaction and plan to mail it to their respective
stockholders. In connection with the proposed combination of
Alcatel and Lucent Technologies and the admission to trading on
Eurolist by Euronext Paris of the new Alcatel shares to be issued
in exchange for Lucent Technologies common shares, Alcatel intends
to submit a prospectus (the "French Prospectus"), comprised of
Alcatel's registration document (document de reference) and a note
d'operation, to the approval (visa) of the French AMF. The
Registration Statements, the Proxy Statement/Prospectus and the
French Prospectus will contain important information about Alcatel,
Lucent Technologies, the proposed combination, certain risks and
related matters. Investors and security holders are urged to read
the Registration Statements, the Proxy Statement/Prospectus and the
French Prospectus carefully when they are available. Investors and
security holders will be able to obtain free copies of the
Registration Statements, Proxy Statement/Prospectus, and other
documents filed with the SEC by Alcatel and Lucent Technologies
through the web site maintained by the SEC at http://www.sec.gov/ ,
and the French Prospectus, subject to the approval (visa) by the
AMF and when available, through the web site maintained by the AMF
at http://www.amf-france.org/ . In addition, investors and security
holders will be able to obtain free copies of the Registration
Statements, the Proxy Statement/Prospectus and, subject to the
approval (visa) of the AMF, when available, the French Prospectus
from Alcatel by contacting Investor Relations at
http://www.alcatel.com/ , by mail to 54, rue La Boetie, 75008
Paris, France or by telephone at 33-1-40-76-10-10 and from Lucent
Technologies by contacting Investor Relations at
http://www.lucent.com/ , by mail to 600 Mountain Avenue, Murray
Hill, New Jersey 07974 or by telephone at 1-908-582-8500. Alcatel
and its directors and executive officers may be deemed to be
participants in the solicitation of proxies from the stockholders
of Lucent Technologies in connection with the transaction described
herein. Information regarding the special interests of these
directors and executive officers in the transaction described
herein is included in the preliminary draft Proxy
Statement/Prospectus described above. Additional information
regarding these directors and executive officers is also included
in Alcatel's Form 20-F filed with the SEC on March 31, 2006 and in
Alcatel's registration document (document de reference) filed with
the AMF on the same date. Alcatel's Form 20-F is available free of
charge at the SEC's web site at http://www.sec.gov/ and Alcatel's
document de reference is available free of charge at the AMF's web
site at http://www.amf-france.org/ and from Alcatel by contacting
Investor Relations at http://www.alcatel.com/, by mail to 54, rue
La Boetie, 75008 Paris, France or by telephone at 33-1-40-76-10-10.
Lucent Technologies and its directors and executive officers also
may be deemed to be participants in the solicitation of proxies
from the stockholders of Lucent Technologies in connection with the
transaction described herein. Information regarding the special
interests of these directors and executive officers in the
transaction described herein is included in the preliminary Proxy
Statement/Prospectus described above. Additional information
regarding these directors and executive officers is also included
in Lucent Technologies' proxy statement for its 2006 Annual Meeting
of Stockholders, which was filed with the SEC on or about January
3, 2006. This document is available free of charge at the SEC's web
site at http://www.sec.gov/ and from Lucent Technologies by
contacting Investor Relations at http://www.lucent.com/ , by mail
to 600 Mountain Avenue, Murray Hill, New Jersey 07974 or by
telephone at 1-908-582-8500. DATASOURCE: Alcatel; Lucent
Technologies CONTACT: press, Regine Coqueran, +33-0-1-40-76-49-24,
or , or Mark Burnworth, +33-0-1-40-76-50-84, or , or investor
relations, Pascal Bantegnie, +33-0-1-40-76-52-20, or , or Nicolas
Leyssieux, +33-0-1-40-76-37-32, or , or Maria Alcon,
+33-0-1-40-76-15-17, or , or Charlotte Laurent- Ottomane,
+1-703-668-7016, or , all of Alcatel; or press, Bill Price,
+1-908-582-4820, or , or Joan Campion, +1-908-582-5832, or , or
investor relations, John DeBono, +1-908-582-7793, or , or Dina
Fede, +1-908-582-0366, or , all of Lucent Technologies Web site:
http://www.sec.gov/ Web site: http://www.alcatel.com/
http://www.lucent.com/ http://www.alcatel.fr/
http://www.alcatel.com/investors http://www.amf-france.org/
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