Sep 6, 2006 1:59 PM,

Alcatel merger vote nears

By Ed Gubbins

Shareholders of Alcatel and Lucent Technologies will vote tomorrow on whether to approve the merger of their two companies.

As the vote draws near, some analysts have questioned whether Alcatel shareholders will (or should) support the merger. Since the deal was announced, Lucent Technologies has reported disappointing quarterly earnings results and predicted a slight revenue decline this year.

Last month Dresdner Kleinwort analyst Per Lindberg suggested that Lucent's pension fund costs could dissuade Alcatel shareholders from supporting the merger under its current terms. And French investment advisors Proxinvest recommended Alcatel shareholders reject the deal, arguing that Lucent's price tag was too high: 0.1952 Alcatel shares for every Lucent share.

However, U.S. investment advisors Institutional Shareholder Services recommended shareholders of both companies approve the merger. And in a note issued this week, RBC Capital Markets analyst Mark Sue predicted the merger to pass without renegotiation. The majority of Alcatel's shares are held by institutional investors with long-term positions, Sue wrote. Those investors are likely to support the merger, since, among other things, it makes Alcatel the world leader in wireline equipment and gives it a 16% share of the wireless equipment market (behind Nokia/Siemens' 23% and Ericsson/Marconi's 26%).

"As unhappy as some shareholders may be, these smaller accounts may not have the ability to block the deal," Sue wrote.