Lucent Technologies Announces Morgan Stanley Exercises Overallotment Option of Agere Shares

Apr 02, 2001, 01:00 ET from Lucent Technologies

    MURRAY HILL, N.J., April 2 /PRNewswire/ -- Lucent Technologies (NYSE:   LU)
 today announced that Morgan Stanley has exercised its overallotment option to
 purchase 90 million shares of Agere Systems' Class A common stock from Lucent
 for the purpose of covering overallotments in connection with the initial
 public offering (IPO) of Agere.
     Morgan Stanley will exchange $519 million of Lucent commercial paper for
 the Agere shares.  That commercial paper will be retired, thereby reducing
 Lucent's outstanding debt.
     With the exercise of the overallotment option, 90 million Class B shares
 held by Lucent will be converted to Class A common stock, resulting in a total
 of 690 million shares of Agere Class A common stock and 945.1 million shares
 of Class B common stock outstanding.  The remaining Class B shares will be
 solely owned by Lucent Technologies, representing approximately 58 percent of
 the total outstanding common stock.
     Agere Systems was formed as a result of Lucent Technologies' IPO and
 planned spin-off of its microlectronics business announced on July 20 of last
 year. The company designs, develops and manufactures optoelectronic components
 for communications networks and integrated circuits for use in a broad range
 of communications and computer equipment.  Agere also provides wireless local
 area networking products through its ORiNOCO product line.
     Lucent has announced its intention to divest its ownership interest in
 Agere Systems by September 30, 2001, by means of a tax-free distribution to
 its stockholders.
     Agere Systems' Class A common stock is listed on the New York Stock
 Exchange under the symbol AGR.A.
     Lucent Technologies, headquartered in Murray Hill, N.J., USA, designs and
 delivers the systems, software, silicon and services for next-generation
 communications networks for service providers and enterprises.  Backed by the
 research and development of Bell Labs, Lucent focuses on high-growth areas
 such as broadband and mobile Internet infrastructure; communications software;
 Web-based enterprise solutions that link private and public networks; and
 professional network design and consulting services.  For more information on
 Lucent Technologies, visit its Web site at http://www.lucent.com.
     A registration statement relating to these securities was filed and
 declared effective by the Securities and Exchange Commission.  This press
 release shall not constitute an offer to sell or the solicitation of an offer
 to buy, nor shall there be a sale of these securities in any state or
 jurisdiction in which such offer, solicitation or sale would be unlawful prior
 to registration or qualification under the securities laws of any such state
 or jurisdiction.
 
     This news release contains forward-looking statements based on current
 expectations, forecasts and assumptions that involve risks and uncertainties
 that could cause actual outcomes and results to differ materially.  These
 risks and uncertainties include price and product competition, dependence on
 new product development, reliance on major customers and suppliers, customer
 demand for our products and services, the ability to successfully integrate
 acquired companies, availability of manufacturing capacity, components and
 materials, control of costs and expenses, international growth, credit
 concerns in the emerging service provider market, our credit rating and
 ability to provide customer financing when appropriate, the timely completion
 of the expected distribution of Agere shares to Lucent shareholders, the
 timely implementation of our restructuring and financial plans, general
 industry and market conditions and growth rates and general domestic and
 international economic conditions including interest rate and currency
 exchange rate fluctuations.  For a further list and description of such risks
 and uncertainties, see the reports filed by Lucent with the Securities and
 Exchange Commission.  Lucent disclaims any intention or obligation to update
 or revise any forward-looking statements, whether as a result of new
 information, future events or otherwise.
 
 

SOURCE Lucent Technologies
    MURRAY HILL, N.J., April 2 /PRNewswire/ -- Lucent Technologies (NYSE:   LU)
 today announced that Morgan Stanley has exercised its overallotment option to
 purchase 90 million shares of Agere Systems' Class A common stock from Lucent
 for the purpose of covering overallotments in connection with the initial
 public offering (IPO) of Agere.
     Morgan Stanley will exchange $519 million of Lucent commercial paper for
 the Agere shares.  That commercial paper will be retired, thereby reducing
 Lucent's outstanding debt.
     With the exercise of the overallotment option, 90 million Class B shares
 held by Lucent will be converted to Class A common stock, resulting in a total
 of 690 million shares of Agere Class A common stock and 945.1 million shares
 of Class B common stock outstanding.  The remaining Class B shares will be
 solely owned by Lucent Technologies, representing approximately 58 percent of
 the total outstanding common stock.
     Agere Systems was formed as a result of Lucent Technologies' IPO and
 planned spin-off of its microlectronics business announced on July 20 of last
 year. The company designs, develops and manufactures optoelectronic components
 for communications networks and integrated circuits for use in a broad range
 of communications and computer equipment.  Agere also provides wireless local
 area networking products through its ORiNOCO product line.
     Lucent has announced its intention to divest its ownership interest in
 Agere Systems by September 30, 2001, by means of a tax-free distribution to
 its stockholders.
     Agere Systems' Class A common stock is listed on the New York Stock
 Exchange under the symbol AGR.A.
     Lucent Technologies, headquartered in Murray Hill, N.J., USA, designs and
 delivers the systems, software, silicon and services for next-generation
 communications networks for service providers and enterprises.  Backed by the
 research and development of Bell Labs, Lucent focuses on high-growth areas
 such as broadband and mobile Internet infrastructure; communications software;
 Web-based enterprise solutions that link private and public networks; and
 professional network design and consulting services.  For more information on
 Lucent Technologies, visit its Web site at http://www.lucent.com.
     A registration statement relating to these securities was filed and
 declared effective by the Securities and Exchange Commission.  This press
 release shall not constitute an offer to sell or the solicitation of an offer
 to buy, nor shall there be a sale of these securities in any state or
 jurisdiction in which such offer, solicitation or sale would be unlawful prior
 to registration or qualification under the securities laws of any such state
 or jurisdiction.
 
     This news release contains forward-looking statements based on current
 expectations, forecasts and assumptions that involve risks and uncertainties
 that could cause actual outcomes and results to differ materially.  These
 risks and uncertainties include price and product competition, dependence on
 new product development, reliance on major customers and suppliers, customer
 demand for our products and services, the ability to successfully integrate
 acquired companies, availability of manufacturing capacity, components and
 materials, control of costs and expenses, international growth, credit
 concerns in the emerging service provider market, our credit rating and
 ability to provide customer financing when appropriate, the timely completion
 of the expected distribution of Agere shares to Lucent shareholders, the
 timely implementation of our restructuring and financial plans, general
 industry and market conditions and growth rates and general domestic and
 international economic conditions including interest rate and currency
 exchange rate fluctuations.  For a further list and description of such risks
 and uncertainties, see the reports filed by Lucent with the Securities and
 Exchange Commission.  Lucent disclaims any intention or obligation to update
 or revise any forward-looking statements, whether as a result of new
 information, future events or otherwise.
 
 SOURCE  Lucent Technologies