Microsoft acquires Nokia's Devices and services business for EUR 5.44 billion licenses Mapping and patents

Holly molly who saw this one coming ? Microsoft has just announced the acquisition of Nokia‘s Devices & Services business alongside licensing it’s mapping an patents portfolio for €5.4Billion in cash today. Many like me have guessed that this may have been the big plan all along since the day Stephen Elop was appointed CEO of the troubled phone maker exactly 3 years ago in one week. After the successful launch of several Nokia Windows Phone devices in the past couple of months and the continued growth of Windows Phone’s market share todays seems to be the right time for Microsoft to start a new chapter by acquiring the best Phone maker in the world and securing the biggest patent portfolio in smart device patents.

Here’s are the principal terms of today’s acquisition deal:

  • Microsoft is spending about EUR 3.79 billion to acquire Nokia’s core cellphone business. Of that EUR 1.65 billion is for Nokia’s devices business
  • Microsoft will pay $2.18 billion to license Nokia’s intellectual property
  • Nokia’s patent portfolio includes some 8,500 design patents ranging from mapping to network/cell technologies with approximately 30,000 utility patents and patent applications, ownership of the Lumia & Asha brands and a ten year license to you the Nokia brand on feature phones. (this means that Microsoft’s Windows Phones will only be branded Lumia and not Nokia..strange I know..)
  • About 32,000 Nokia employees are expected to transfer to Microsoft as part of the deal. Off those 18,300 are “directly involved in manufacturing”
  • 56,000 Nokia employees will remain at the company once the deal has closed
  • Microsoft acquires rights equivalent to ownership for the HERE Mapping apps
  • Nokia will continue to improve these apps for other platforms
  • 4 year- agreement for mapping data and services: Nokia will provide MS with mapping data and services in exchange of annual payments Microsoft will combine Nokia map data with other sources and also make it available to Windows AZURE users with an additional fee.?
  • Microsoft’s gross margin on sales of Nokia’s Windows Phone handsets before the deal: less than $10. Expected to grow to $40 after the deal.
  • Microsoft will build a $250M data center in Finland for consumer purposes (AZURE too?)
  • Finland will become a core base of Microsoft in Europe and also the center of it’s mobile hardware R&D and manufacturing.
  • Stephen Elop will step down and CEO of Nokia and head back to Microsoft as the EVP of Devices a job title that was just recently awarded to Julie Larsson Green which will now basically only handle the upcoming fall hardware launches (XBOX One, Surfaces) and report directly to Elop and Ballmer.
  • Stephen Elop just went from being and external to an internal candidate for the CEO job that Steve Ballmer will leave in the next 12 Months.
  • Nokia’s top designer Marko Ahtisaari will leave the company in November to “pursue entrepreneurial opportunities,”

  • So there you have it. There’s a whole lot to read about today as Microsoft and Nokia have released a handful of press releases alongside internal emails from Steve Ballmer and some interviews. There are still a lot of questions un-answered like the fate of Nokia’s upcoming Windows RT tablet effectively competing directly  with Microsoft’s new Surface 2 which will “on paper” originate from the same Microsoft Devices division. There’s also going to be quite a few awkward moments during the next Nokia launch events and some branding issues given that once the deal is done the soon to be released GDR3 Windows Phone 8 handset should be branded “Microsoft Lumia” and not “Nokia Lumia” If I clearly understood the licensing terms of the deal.

    Microsoft is also apparently buying the Asha feature phone business from Nokia. This will surely feels strange to see Microsoft releasing S40 based handset which are going to be Nokia branded unlike Microsoft’s smartphones..

    Nokia and Microsoft have always dreamed big – we dreamed of putting a computer on every desk, and a mobile phone in every pocket, and we’ve come a long way toward realizing those dreams.

    Today marks a moment of reinvention.

    Nokia has an identity spanning 150 years of heritage, innovation, excellence, and change which began and will continue in Finland and around the world. From humble beginnings as a paper mill factory, to manufacturing rubber boots and car tires, and then to mobile phones, reinvention is in Nokia’s blood.

    Nokia will now write its next chapter, focused on enabling mobility through its leadership in networking, mapping & location, and advanced technologies.

    For Microsoft as well, today is a bold step into the future, a huge leap forward on our journey of creating a family of devices and services that delight people and empower businesses of all sizes.

    Our partnership over the past two and a half years, which combined our respective strengths to build a new global mobile ecosystem, has created incredible results: award-winning phones and amazing services that have made Nokia Windows Phones the fastest-growing smartphones in the world.

    Building on this successful partnership, we announced some important news today: an agreement for Microsoft to purchase Nokia’s Devices & Services business, to deliver more choices, faster innovation, and even more exciting devices and services to our customers.

    Today’s agreement will accelerate the momentum of Nokia’s devices and services, bringing the world’s most innovative smartphones to more people, while continuing to connect the next billion people with Nokia’s mobile phone portfolio.

    With the commitment and resources of Microsoft to take Nokia’s devices and services forward, we can now realize the full potential of the Windows ecosystem, providing the most compelling experiences for people at home, at work and everywhere in between.

    We will continue to build the mobile phones you’ve come to love, while investing in the future – new phones and services that combine the best of Microsoft and the best of Nokia.

    Nokia and Microsoft are committed to the next chapter.

    Together, we will redefine the boundaries of mobility.

    Steve & Stephen

    Finally here’s Steve Ballmer’s email:

    From: Steve Ballmer
    To: MS FTEs
    Date: Sep. 2, 8:00 PM PDT (Sep. 3, 6:00 AM EET)
    Subject: Accelerating Growth

    We announced some exciting news today: We have entered into an agreement to purchase Nokia’s Devices & Services business, which includes their smartphone and mobile phone businesses, their award-winning design team, manufacturing and assembly facilities around the world, and teams devoted to operations, sales, marketing and support.

    For Microsoft, this is a bold step into the future and the next big phase of the transformation we announced on July 11.

    We are very excited about the proposal to bring the best mobile device efforts of Microsoft and Nokia together. Our Windows Phone partnership over the past two and half years has yielded incredible work – the stunning Lumia 1020 is a great example. Our partnership has also yielded incredible growth. In fact, Nokia Windows Phones are the fastest-growing phones in the smartphone market.

    Now is the time to build on this momentum and accelerate our share and profits in phones. Clearly, greater success with phones will strengthen the overall opportunity for us and our partners to deliver on our strategy to create a family of devices and services for individuals and businesses that empower people around the globe at home, at work and on the go, for the activities they value most.

    We have laid out Microsoft’s strategic rationale for this transaction in a presentation that I encourage you to read.

    This is a smart acquisition for Microsoft, and a good deal for both companies. We are receiving incredible talent, technology and IP. We’ve all seen the amazing work that Nokia and Microsoft have done together.

    Given our long partnership with Nokia and the many key Nokia leaders that are joining Microsoft, we expect a smooth transition and great execution.

    As is always the case with an acquisition, the first priority is to keep driving through close, which we expect in the first quarter of 2014, following approval by Nokia’s shareholders, regulatory approvals, and other closing conditions.

    But I also know people will have some questions about what happens post-close. While details aren’t final, here is what we know, and how we’re generally approaching integration:

    1. Stephen Elop will be coming back to Microsoft, and he will lead an expanded Devices team, which includes all of our current Devices and Studios work and most of the teams coming over from Nokia, reporting to me.
    2. Julie Larson-Green will continue to run the Devices and Studios team, and will be focused on the big launches this fall including Xbox One and our Surface enhancements. Julie will be joining Stephen’s team once the acquisition closes, and will work with him to shape the new organization.
    3. As part of the acquisition, a number of key engineering leaders will be joining Microsoft from Nokia, reporting to Stephen in his new capacity:
    · Jo Harlow, who will continue to lead the Smart Devices team
    · Timo Toikkanen, who will continue to lead the Mobile Phones team
    · Stefan Pannenbecker, who will lead Design
    · Juha Putkiranta, who will lead the integration effort on Nokia’s behalf
    4. Regarding the sales team, we plan to keep the Nokia field team, led by Chris Weber, intact and as the nexus of the devices sales effort, so that we can continue to build sales momentum. After the deal closes, Chris and his team will be placed under Kevin Turner. We will develop a single integrated team that is selling to operators, and there may be other integration opportunities that we can pursue. Kevin will work with Chris Weber and Chris Capossela to make those plans.
    5. Our operating system team under Terry Myerson will continue unchanged, with a mission of supporting both first-party and third-party hardware innovation. We are committed to working with partners, helping them build great products and great businesses on our platform, and we believe this deal will increase our partner value proposition over time. The established rhythms and ways of working between Terry and his team and the incoming Nokia team will serve us well to ensure that we do not disrupt our building momentum.
    6. We are planning to integrate all global marketing under Tami Reller and Mark Penn. It is very important that we pursue a unified brand and advertising strategy as soon as possible.
    7. Finance, Legal, HR, Communications, DX / Evangelism, Customer Care and Business Development will integrate functionally at Microsoft. Sourcing, customer logistics and supply chain will be part of Stephen’s Devices organization. ICM / IT will also integrate functionally for traditional IT roles. We will need to work through the implications for factory systems given the differing manufacturing processes and systems at both Nokia and Microsoft.
    8. We plan to pursue a single set of supporting services for our devices, and we will figure out how to combine the great Nokia efforts into our Microsoft services as we go through the integration process.
    9. There are no significant plans to shift where work is done in the world as we integrate, so we expect the Nokia teams to stay largely in place, geographically.
    10. Tom Gibbons will lead the integration work for Microsoft.

    While today’s announcement is big news, we have to stay heavily focused on running the current business. We have a huge fall and holiday season ahead of us, so we need to execute flawlessly and continue to drive our business forward. I have no doubt we will.

    Steve

    Source: Microsoft Nokia Press Kit, Microsoft VP Terry Myerson