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Nokia Siemens Networks Finance B.V. announces the offering of EUR 600 million Senior Notes


Nokia Corporation
Stock exchange release
March 18, 2013 at 15.45 (CET+1)

Nokia announced today that Nokia Siemens Networks Finance B.V., a wholly owned subsidiary of Nokia Siemens Networks B.V., announced the offer of EUR 600 million Senior Notes (the "Notes").

The Notes will be guaranteed on a senior basis by Nokia Siemens Networks B.V. and Nokia Siemens Networks Oy. The net proceeds from the issuance and sale of the Notes will be used to prepay certain existing debt of Nokia Siemens Networks. The Notes will have terms and conditions commensurate with the high yield nature of these debt securities.

Nokia Siemens Networks is jointly owned by Nokia Corporation and Siemens AG and its financial results are consolidated by Nokia Corporation. Nokia has not guaranteed any of the Nokia Siemens Networks borrowings and thus they are non-recourse to Nokia.

The Notes have not been registered under the U.S. Securities Act of 1933, as amended (the "U.S. Securities Act"), and may not be offered or sold in the United States absent registration under the U.S. Securities Act or an applicable exemption from the registration requirements of the U.S. Securities Act.  The Notes are being offered only to qualified institutional buyers in accordance with Rule 144A under the U.S. Securities Act and outside the United States in accordance with Regulation S under the U.S. Securities Act.

Important Regulatory Notice

The offer and sale of the Notes will be made pursuant to an exemption under the Prospectus Directive, as implemented in Member States of the European Economic Area, from the requirement to produce a prospectus for offers of securities.  This announcement does not constitute an advertisement for the purposes of the Prospectus Directive.

This announcement does not constitute an offer to sell or the solicitation of an offer to buy any Notes, nor will there be any sale of Notes referred to in this announcement, in any jurisdiction, including the United States, in which such offer, solicitation or sale is not permitted.  The Notes may not be offered or sold in the United States absent registration under the U.S. Securities Act or an applicable exemption from the registration requirements of the U.S. Securities Act.

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