Nokia $2.3 billion acquisition of Infinera

Davis Polk is advising Centerview Partners LLC as financial adviser to Infinera Corporation in connection with Nokia Corporation’s acquisition of Infinera in a transaction valuing Infinera at an enterprise value of $2.3 billion. Under the terms of the merger agreement, for each Infinera share, Infinera stockholders will be able to elect to receive either: (i) $6.65 in cash; (ii) 1.7896 Nokia shares; or (iii) a combination of $4.66 in cash and 0.5355 Nokia shares (subject to a cap on aggregate Nokia share consideration of 30% of the total consideration). The transaction is expected to close in the first half of 2025, subject to approval by Infinera’s stockholders, regulatory approvals and other customary closing conditions.

Centerview Partners is a leading independent investment bank and advisory firm. The firm provides advice on mergers and acquisitions, financial restructurings, valuation and capital structure to companies, institutions and governments. Since the founding of Centerview Partners in 2006, the firm has advised on over $3 trillion of transactions. Centerview Partners’ clients include over 20% of the 50 largest companies in the world by market capitalization, and the firm has been involved in many of the largest and most complex corporate situations and transactions.

Nokia creates technology that helps the world act together. As a B2B technology innovation leader, Nokia is pioneering networks that sense, think and act by leveraging its work across mobile, fixed and cloud networks. In addition, the company creates value with intellectual property and long-term research, led by the award-winning Nokia Bell Labs. Service providers, enterprises and partners worldwide trust Nokia to deliver secure, reliable and sustainable networks today, and work with them to create the digital services and applications of the future.

Infinera is a global supplier of innovative open optical networking solutions and advanced optical semiconductors that enable carriers, cloud operators, governments and enterprises to scale network bandwidth, accelerate service innovation and automate network operations. Infinera solutions deliver industry-leading economics and performance in long-haul, submarine, data center interconnect and metro transport applications.

The Davis Polk corporate team includes partners Alan F. Denenberg and Paul S. Scrivano and associate Karen Yang. All members of the Davis Polk team are based in the Northern California office.