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2016-02-22

NOKIA: Restatement of previously disclosed information on Nokia's ownership in Alcatel-Lucent

Nokia Corporation

Stock Exchange Release
February 22, 2016 at 21:50 (CET +1)

Restatement of previously disclosed information on Nokia's ownership in
Alcatel-Lucent

Espoo, Finland - Today, Alcatel-Lucent restated the total number of its shares
and voting rights since January 31, 2016. As a result, today Nokia announces
a restatement of its previously disclosed ownership in Alcatel-Lucent. Based
on the restated information, following the settlement-delivery of its
reopened public exchange offer for Alcatel-Lucent securities in France and
the United States, Nokia owned 90.34% of the share capital and 90.25% of the
voting rights of Alcatel-Lucent, corresponding to 87.33% of Alcatel-Lucent's
shares on a fully diluted basis, instead of 91.25% of the share capital and
91.17% of the voting rights, as announced in Nokia's stock exchange releases
on February 10 and 12, 2016, in the subsequent events discussion and related
notes to the financial statements in Nokia's report for Q4 and full year 2015
results published on February 11, 2016, as well as in the summary, operating
and financial review and prospects, capitalization and indebtedness of Nokia
and significant change in financial condition or operating result sections of
Nokia's supplement to its listing prospectus published on February 12, 2016.

Following the conversion of all the OCEANEs tendered into the initial and
reopened public exchange offer at the applicable improved conversion ratios,
on February 12, 2016, Nokia owned 91.53% of the share capital and 91.45% of
the voting rights of Alcatel-Lucent (instead of 92.34% of the share capital
and 92.26% of the voting rights, as reported on February 12, 2016). After the
directed share issue disclosed on February 19, 2016 Nokia will hold
approximately 91.84% of the share capital and 91.77% of the voting rights of
Alcatel-Lucent. This corresponds to approximately 87.91% of Alcatel-Lucent's
shares on a fully diluted basis.

About Nokia

Nokia is a global leader in the technologies that connect people and things.
Powered by the innovation of Bell Labs and Nokia Technologies, the company is
at the forefront of creating and licensing the technologies that are
increasingly at the heart of our connected lives.

With state-of-the-art software, hardware and services for any type of network,
Nokia is uniquely positioned to help communication service providers,
governments, and large enterprises deliver on the promise of 5G, the Cloud
and the Internet of Things.http://nokia.com

ENQUIRIES

Media Enquiries:

Nokia
Communications
Tel. +358 (0) 10 448 4900
Email: press.services@nokia.com

Investor Enquiries:

Nokia
Investor Relations
Tel. +358 4080 3 4080
Email: investor.relations@nokia.com

Microsite details

Further information on the transaction can be found at:
www.newconnectivity.com

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART IN, INTO OR
FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE
RELEVANT LAWS OR REGULATIONS OF THAT JURISDICTION

IMPORTANT ADDITIONAL INFORMATION

This stock exchange release relates to the public exchange offer by Nokia to
exchange all of the ordinary shares, American Depositary Shares ("ADSs") and
convertible securities issued by Alcatel Lucent for new ordinary shares and
ADSs of Nokia. This stock exchange release is for informational purposes only
and does not constitute an offer to purchase or exchange, or a solicitation
of an offer to sell or exchange, any ordinary shares, ADSs or convertible
securities of Alcatel Lucent, nor is it a substitute for the Registration
Statement on Form F-4 (the "Registration Statement") (Registration No. 333-
206365) or the Solicitation / Recommendation Statement on Schedule 14D-9 each
filed with the SEC, the listing prospectus and listing prospectus supplements
of Nokia filed with the Finnish Financial Supervisory Authority or Nokia's
offer document (note d'information) and Alcatel Lucent's response document
(note en réponse) filed with the Autorité des marchés financiers ("AMF") on
October 29, 2015 and which received the visa of the AMF on November 12, 2015
(including the letters of transmittal and related documents and as amended
and supplemented from time to time, the "Exchange Offer Documents"). No
offering of securities shall be made in the United States except by means of
a prospectus meeting the requirements of Section 10 of the U.S. Securities
Act of 1933. The exchange offer is being made only through the Exchange Offer
Documents.

The making of the exchange offer to specific persons who are residents in or
nationals or citizens of jurisdictions outside France or the United States or
to custodians, nominees or trustees of such persons (the "Excluded
Shareholders") may be made only in accordance with the laws of the relevant
jurisdiction. It is the responsibility of the Excluded Shareholders wishing
to accept an exchange offer to inform themselves of and ensure compliance
with the laws of their respective jurisdictions in relation to the exchange
offer. The exchange offer will be made only through the Exchange Offer
Documents.

INVESTORS AND SECURITY HOLDERS ARE URGED TO READ THE EXCHANGE OFFER DOCUMENTS
AND ALL OTHER RELEVANT DOCUMENTS THAT NOKIA OR ALCATEL LUCENT HAS FILED OR
MAY FILE WITH THE SEC, AMF, NASDAQ HELSINKI OR FINNISH FINANCIAL SUPERVISORY
AUTHORITY WHEN THEY BECOME AVAILABLE BECAUSE THEY CONTAIN IMPORTANT
INFORMATION THAT INVESTORS AND SECURITY HOLDERS SHOULD CONSIDER BEFORE MAKING
ANY DECISION REGARDING THE EXCHANGE OFFER.

The information contained in this stock exchange release must not be
published, released or distributed, directly or indirectly, in any
jurisdiction where the publication, release or distribution of such
information is restricted by laws or regulations. Therefore, persons in such
jurisdictions into which these materials are published, released or
distributed must inform themselves about and comply with such laws or
regulations. Nokia and Alcatel Lucent do not accept any responsibility for
any violation by any person of any such restrictions.

The Exchange Offer Documents and other documents referred to above, if filed
or furnished by Nokia or Alcatel Lucent with the SEC, as applicable, are
available free of charge at the SEC's website (www.sec.gov).
Nokia's offer document (note d'information) and Alcatel Lucent's response
document (note en réponse), which received visa No. 15-573 and No. 15-574
respectively from the AMF, containing detailed information with regard to the
exchange offer, are available on the websites of the AMF
(www.amf-france.org), Nokia (www.nokia.com) and Alcatel Lucent
(www.alcatel-lucent.com).

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This announcement is distributed by NASDAQ OMX Corporate Solutions on behalf of NASDAQ OMX Corporate Solutions clients.
The issuer of this announcement warrants that they are solely responsible for the content, accuracy and originality of the information contained therein.
Source: NOKIA via Globenewswire

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