Separate Publicly-Traded Mobile Devices Business and Broadband & Mobility
Solutions Business Anticipated
Company to Host Conference Call Today at 8:30 am ET
SCHAUMBURG, Ill., March 26 /PRNewswire-FirstCall/ -- Motorola, Inc.
(NYSE: MOT) today announced that the Company's Board of Directors has
commenced a process to create two independent, publicly-traded companies.
Today's decision follows the Company's January 31, 2008 announced
evaluation of the structural and strategic realignment of its businesses
and represents affirmative steps to position its Mobile Devices and
Broadband & Mobility Solutions businesses for success, while creating value
for all Motorola shareholders.
"Our decision to separate our Mobile Devices and Broadband & Mobility
Solutions businesses follows a review process undertaken by our management
team and Board of Directors, together with independent advisors," said Greg
Brown, Motorola's president and chief executive officer. "Creating two
industry-leading companies will provide improved flexibility, more tailored
capital structures, and increased management focus - as well as more
targeted investment opportunities for our shareholders."
Based on current plans, the creation of the two stand-alone businesses
is expected to take the form of a tax-free distribution to Motorola's
shareholders, subject to further financial, tax and legal analysis,
resulting in shareholders holding shares of two independent and
publicly-traded companies:
-- The Mobile Devices business is an industry leader in multi-mode,
multi-band communications products and technologies. The business
designs, manufactures and sells mobile handsets and accessories
globally with integrated software solutions that incorporate the
latest personal communications technologies. It also licenses a
portfolio of intellectual property.
-- The Broadband & Mobility Solutions business includes Motorola's
Enterprise Mobility, Government and Public Safety, and Home and
Networks businesses. These businesses manufacture, design, integrate,
and service voice and data communication solutions and wireless
broadband networks for enterprises and government and public safety
customers worldwide. These businesses also provide end-to-end digital
and Internet Protocol (IP) video solutions, cellular and high speed
broadband network infrastructure, cable set-top receivers, and
associated customer premise equipment for residential and commercial
wireless network system access.
"Our priorities have not changed with today's announcement," added
Brown. "We remain committed to improving the performance of our Mobile
Devices business by delivering compelling products that meet the needs of
customers and consumers around the world. As part of that effort, we have
undertaken a global search for a new chief executive officer for the Mobile
Devices business. We believe strongly in our brand, our people and our
intellectual property, and expect that the Mobile Devices business will be
well-positioned to regain market leadership as a focused, independent
company."
The completion of any separation transaction would be subject to
certain customary conditions, including implementation of inter-company
agreements, filing of required documents with the Securities and Exchange
Commission and receipt of an opinion of counsel or a ruling from the
Internal Revenue Service as to the tax-free nature of any transaction. The
Company expects that the separation of its businesses, if consummated,
would take place in 2009. The Company noted that there can be no assurance
that any separation transaction will ultimately occur or, if one does
occur, its terms or timing.
About Motorola
Motorola is known around the world for innovation in communications.
The Company develops technologies, products and services that make mobile
experiences possible. The Company's portfolio includes communications
infrastructure, enterprise mobility solutions, digital set-tops, cable
modems, mobile devices and Bluetooth accessories. Motorola is committed to
delivering next-generation communication solutions to people, businesses
and governments. A Fortune 100 company with global presence and impact,
Motorola had sales of US $36.6 billion in 2007. For more information about
our company, our people and our innovations, please visit
http://www.motorola.com.
Conference Call and Webcast
Motorola will host a conference call today March 26, beginning at 8:30
a.m. Eastern Time (USA) to discuss this press release. The conference call
will be webcast live at http://www.motorola.com/investor.
Business Risks
This press release contains "forward-looking statements" as that term
is defined in the Private Securities Litigation Reform Act of 1995. Such
forward-looking statements include, but are not limited to statements
about: the separation of the Company into two independent publicly-traded
companies, the nature and impact of such a separation and other possible
actions related to the Company's businesses. Motorola cautions the reader
that the risk factors below, as well as those on pages 18 through 27 in
Item 1A of Motorola's 2007 Annual Report on Form 10-K and in its other
filings with the Securities and Exchange Commission (SEC), could cause
Motorola's actual results to differ materially from those estimated or
predicted in the forward- looking statements. Factors that may impact
forward-looking statements include, but are not limited to: market
conditions in general and those applicable to possible alternatives for the
businesses, and tax and regulatory matters. Motorola undertakes no
obligation to publicly update any forward- looking statement or risk
factor, whether as a result of new information, future events or otherwise.
Additional Information and Where to Find It
While Motorola does not believe that this communication constitutes
solicitation material in respect of Motorola's solicitation of proxies in
connection with its 2008 Annual Meeting of Stockholders, this communication
may be deemed to be solicitation material. In connection with the
solicitation of proxies, Motorola has filed with the SEC a preliminary
proxy statement and will file a definitive proxy statement and other
relevant documents concerning the proposals to be presented at the 2008
Annual Meeting of Stockholders. THE PROXY STATEMENT CONTAINS IMPORTANT
INFORMATION ABOUT MOTOROLA AND THE 2008 ANNUAL MEETING OF STOCKHOLDERS.
When filed, the definitive proxy statement will be available free of charge
at the SEC's web site at http://www.sec.gov or from Motorola at http://www.motorola.com.
The contents of the websites referenced herein are not deemed to be
incorporated by reference into the proxy statement.
Motorola and its directors and executive officers may be deemed to be
participants in the solicitation of proxies in connection with the 2008
Annual
Meeting of Stockholders. Information regarding Motorola directors and
executive officers will be included in the proxy statement.
SOURCE Motorola, Inc.
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Related links:
http://www.motorola.com
Photo Notes:
NewsCom: http://www.newscom.com/cgi-bin/prnh/20020307/MOTLOGO
http://www.newscom.com/cgi-bin/prnh/20020415/MOTNOTAGLOGO
AP Archive: http://photoarchive.ap.org
PRN Photo Desk, photodesk@prnewswire.com/ AP Archive:
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CONTACT:
Media, Jennifer Erickson, +1-847-435-5320,
jennifer.erickson@motorola.com; or Investor Relations, Dean
Lindroth, +1-847-576-6899, dean.lindroth@motorola.com, both of
Motorola, Inc.
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