Microsoft To Get $51 Million If Nokia Shareholders Reject Deal
"In addition, both Nokia and Microsoft International will have the right to terminate the purchase agreement and we would be obligated to pay Microsoft International or its designee a damages fee equal to 37,900,000 euro."
The Finnish firm said if it gets a competing offer and concludes a transaction within a year of terminating the purchase agreement, it will have to pay Microsoft an additional fee equal to 113,700,000 euros, less the 37,900,000 euro damages fee, if previously paid to the software company.
This additional fee would be applicable if the transaction relates to a competing proposal to acquire control of at least 20 per cent of its voting securities or all or a material portion of the D&S business, according to the filing.
If shareholders reject Microsoft's offer, the patent license agreement between Nokia and Microsoft will not become effective and the Finnish firm will not receive the 1.65 billion euros payable under the agreement.
"In addition, Microsoft will not become a licensee of Nokia's HERE location platform," the filing said.