Nortel Networks announces that it, its principal operating subsidiary Nortel Networks Limited (NNL) and certain of its other subsidiaries, including Nortel Networks Inc., Nortel Networks UK Limited and Nortel Networks SA (NNSA), plan to sell by "open auction" substantially all of its global GSM/GSM-R business. In connection with this proposed sale, NNL also expects to transfer specified patents predominantly used in the GSM business and grant non-exclusive licenses of other relevant patents.
Nortel has filed a motion seeking the establishment of a Section 363 sale procedure with the United States Bankruptcy Court for the District of Delaware that will allow qualified bidders to submit offers for the GSM/GSM-R business. A similar motion for the approval of the sale procedure will be filed with the Ontario Superior Court of Justice.
"The proposed sale process will provide a timeline for identifying the successful bidder for our valuable GSM/GSM-R assets," said Pavi Binning, Chief Restructuring Officer, Nortel. "The process is expected to result in a formal agreement with a buyer. We have seen interest in this business during extensive initial discussions."
GSM (Global System for Mobile communications) is the most popular wireless technology standard for mobile phones in the world. Nortel is a leading supplier of GSM networks and has worked with operators worldwide on implementing the GSM family of access technologies including GSM/GPRS/EDGE. Also based on GSM technology is GSM-R (GSM for Railways) which provides a secure communications system for railways operators. Nortel has more than 15 years experience with this technology and is the number one GSM-R provider globally.
"This sale process will provide customers with a path forward for the future of their networks and offers us a mechanism to finalize a buyer in a timely and orderly fashion," said Graham Richardson, GM for the GSM/GSM-R business, Nortel. "This approach will enable the industry to continue to benefit from Nortel-created technology, our highly-skilled employee base, our know-how and leading-edge innovation."
"We remain committed to serving our customers without interruption through this process. As we move forward we will communicate our progress to the greatest extent possible." added Richardson.
Nortel has worked with more than 100 operators in over 65 countries to implement cost-effective, high-performance GSM/GPRS/EDGE networks. Built on Nortel's GSM access and core network solutions, the networks are characterized by near-wireline voice quality, unparalleled security, unequalled radio performance, high-availability and leading-edge wireless voice and data capabilities. Nortel recently introduced Nortel Smart Power Management (SPM) software, a feature which, when, combined with other enhancements made to Nortel's GSM technology, make today's Nortel GSM portfolio up to 50% more energy efficient than it was five years ago.
Details of Sale Process
Subject to approval of the bidding procedures filed with the U.S. and Canadian courts, qualified bidders will be required to submit offers for the GSM/GSM-R business by November 5, 2009, subject to any permitted extensions. Competing qualified bids are then expected to proceed to an "open auction", which, under the proposed bidding procedures, is scheduled for November 9, 2009. Any final sale agreement would be subject to approval by the U.S. and Canadian courts.
In relation to the EMEA entities to which they are appointed, the UK Joint Administrators have the authority, without further court approval, to enter into an EMEA asset sale agreement on behalf of those relevant Nortel entities. The sale of any GSM/GSM-R assets currently held by NNSA, a French subsidiary, will be subject to the approval of the French Court. In some EMEA jurisdictions, any transaction is subject to information and consultation with employee representatives prior to finalization of the terms of sale.
Completion of any transaction will also be subject to receipt of all regulatory approvals and satisfaction of customary closing conditions.
Creditor Protection Proceedings, Share Value
As previously announced, Nortel Networks Corporation does not expect that its common shareholders or the preferred shareholders of NNL will receive any value from the creditor protection proceedings and expects that the proceedings will result in the cancellation of these equity interests.