NAVTEQ Corporation, a leading global provider of digital map data for vehicle navigation
and location-based solutions, announced that its stockholders have approved
the previously announced merger agreement entered into with Nokia at the
special meeting of stockholders held earlier today.
Over 75% of the issued and outstanding shares of common stock eligible
to vote, representing over 99% of the total votes cast at the special
meeting, were voted in favor of the adoption of the merger agreement.
Adoption of the merger agreement by NAVTEQ stockholders satisfies one
of the conditions to completion of the merger between NAVTEQ and Nokia.
Completion of the merger is also subject to receipt of regulatory approvals
and the satisfaction of the other closing conditions set forth in the
merger agreement.
Upon satisfaction of the closing conditions and, subject to the terms
and conditions of the merger agreement, North Acquisition Corp., a Delaware
corporation and wholly-owned subsidiary of Nokia Inc., a Delaware
corporation and wholly-owned subsidiary of Nokia Corporation, will be
merged with and into NAVTEQ, each outstanding share of the common stock of
NAVTEQ will be converted into the right to receive $78.00 in cash, without
interest, and NAVTEQ will survive the merger as a wholly-owned subsidiary
of Nokia Inc. All unvested options to purchase common stock will accelerate
and vest in full immediately prior to the consummation of the merger.
Option holders will receive a cash payment for each option held equal to
the excess of $78.00 over the applicable option exercise price, less taxes.
NAVTEQ
NAVTEQ is a leading provider of comprehensive digital map information
for automotive navigation systems, mobile navigation devices,
Internet-based mapping applications, and government and business solutions.
NAVTEQ creates the digital maps and map content that power navigation and
location-based services solutions around the world. The Chicago-based
company was founded in 1985 and has over 3,100 employees located in 167
offices in 31 countries.
Source: NAVTEQ