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425: Filing under Securities Act Rule 425 of certain prospectuses and communications in connection with business combination transactions

SEC ·  Sep 24 05:28
Summary by Futu AI
Nokia Corporation has filed a Form 8-K with the U.S. Securities and Exchange Commission (SEC) on September 23, 2024, detailing the ongoing process of its merger with Infinera Corporation. The merger, announced on June 27, 2024, will result in Infinera becoming a wholly owned subsidiary of Nokia. The SEC declared the registration statement for the merger effective on August 21, 2024, and a special meeting of Infinera's stockholders is scheduled for October 1, 2024. However, the merger has faced legal challenges, with three complaints alleging that the proxy statement/prospectus is materially incomplete and misleading. Infinera has responded by voluntarily supplementing the proxy statement/prospectus with additional disclosures, while maintaining that the original disclosures complied with all applicable laws and that the allegations in the complaints are without merit. The supplemental disclosures are intended to address the concerns raised in the complaints and demand letters from purported stockholders, without delaying the special meeting.
Nokia Corporation has filed a Form 8-K with the U.S. Securities and Exchange Commission (SEC) on September 23, 2024, detailing the ongoing process of its merger with Infinera Corporation. The merger, announced on June 27, 2024, will result in Infinera becoming a wholly owned subsidiary of Nokia. The SEC declared the registration statement for the merger effective on August 21, 2024, and a special meeting of Infinera's stockholders is scheduled for October 1, 2024. However, the merger has faced legal challenges, with three complaints alleging that the proxy statement/prospectus is materially incomplete and misleading. Infinera has responded by voluntarily supplementing the proxy statement/prospectus with additional disclosures, while maintaining that the original disclosures complied with all applicable laws and that the allegations in the complaints are without merit. The supplemental disclosures are intended to address the concerns raised in the complaints and demand letters from purported stockholders, without delaying the special meeting.

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