Case Study - Corporate Action Alcatel-Lucent Merger

Foreword
Table of Contents
Introduction Description of the Merger Flow-Back Analysis CGG-Veritas Acquisition Sanofi-Aventis Merger Why use DRs ? Conclusion 2 3 7 8 9 10 10 Large and complex merger and acquisition transactions are critical events for a number of parties: the Board of Directors of the acquirer and the target companies; shareholders of the respective transacting companies; and other market participants looking to optimize economic benefits from the transaction. The Depositary Receipt (DR) Division at The Bank of New York Mellon has a dedicated Global Corporate Actions Team (GCAT) that processes all corporate actions on behalf of our DR clients. GCAT approaches each corporate action with a perspective that goes beyond flawless execution of the transaction to working with clients to analyze the strategic aspects and impacts of the transaction on their DR program. We are pleased to present a detailed case study which examines certain characteristics of merger and acquisition transactions where DRs are used by the acquiring company as acquisition currency. We undertake a granular analysis of the impact that a cross-border transaction has during the merger period, and after, on DR trading volume, supply/demand preferences for DRs, impact on the stock price in the U.S. and local market. We also offer insights into factors that affect the reactions of institutional investors to the transaction. We intend the case study to be of benefit to financial and investor relations professionals of DR clients who have responsibility for structuring, executing, and monitoring the impact of merger and acquisition transactions.

June 2008

Michael Finck Managing Director The Bank of New York Mellon Email: Michael.Finck@bnymellon.com Phone: +1 212 815 2190 1

INTRODUCTION
On November 30 2006, Alcatel and Lucent Technologies (“Lucent”), respectively French and U.S. communication solution providers, announced