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Motorola Stockholders Approve Merger With Google

Well, check “Stockholder Approval” off the list of Google and Motorola merger requirements. In an “overwhelmingly” positive vote, stockholders from Moto have given it the thumbs up. So not completely unanimous, but with 99% of the crew on board, it was a go. There are still regulatory closing conditions that need to be finalized before this is signed, sealed and delivered. Motorola doesn’t give off the impression that they expect there to be any hiccups in that department though. They also want to note that closing should happen in early 2012 rather than the end of 2011, as was previously reported.

GooMoto!  

Motorola Mobility Stockholders Approve Merger with Google

LIBERTYVILLE, Ill. – Nov. 17, 2011 – Motorola Mobility Holdings, Inc. (NYSE: MMI) (“Motorola Mobility”) today announced that at the Company’s Special Meeting of Stockholders held today, stockholders voted overwhelmingly to approve the proposed merger with Google Inc. (NASDAQ: GOOG) (“Google”).

Approximately 99 percent of the shares voting at today’s Special Meeting of Stockholders voted in favor of the adoption of the merger agreement, which represented approximately 74 percent of Motorola Mobility’s total outstanding shares of common stock as of the October 11, 2011 record date for the Special Meeting.

Sanjay Jha, chairman and CEO of Motorola Mobility, said, “We are pleased and gratified by the strong support we have received from our stockholders, with more than 99 percent of the voting shares voting in support of the transaction. We look forward to working with Google to realize the significant value this combination will bring to our stockholders and all the new opportunities it will provide our dedicated employees, customers, and partners.”

As previously announced on August 15, 2011, Motorola Mobility and Google entered into a definitive agreement for Google to acquire Motorola Mobility for $40.00 per share in cash, or a total of approximately $12.5 billion. The Company previously disclosed that it expected the merger to close by the end of 2011 or early 2012. While the Company continues to work to complete the transaction as expeditiously as possible, given the schedule of regulatory filings, it currently believes that the close is expected to occur in early 2012. It is important to note however, that the merger is subject to various closing conditions, and it is possible that the failure to timely meet such conditions or other factors outside of the Company’s control could delay or prevent the Company from completing the merger altogether.

Business Risks

This press release includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Forward-looking statements include, but are not limited to, for example, the expected closing date of the transaction. Forward-looking statements involve certain risks and uncertainties that could cause actual results to differ materially from those indicated in such forward-looking statements, including but not limited to the ability of the parties to consummate the proposed transaction and the satisfaction of the conditions precedent to consummation of the proposed transaction, including the ability to secure regulatory and other approvals at all or in a timely manner; and the other risks and uncertainties contained and identified in Motorola Mobility’s filings with the Securities and Exchange Commission (the “SEC”), any of which could cause actual results to differ materially from the forward-looking statements. The forward-looking statements included in this press release are made only as of the date hereof Motorola Mobility does not undertake any obligation to update the forward-looking statements to reflect subsequent events or circumstances or update the reasons that actual results could differ materially from those anticipated in forward-looking statements, except as required by law.

About Motorola Mobility
Motorola Mobility, Inc. (NYSE:MMI) fuses innovative technology with human insights to create experiences that simplify, connect and enrich people’s lives. Our portfolio includes converged mobile devices such as smartphones and tablets; wireless accessories; end-to-end video and data delivery; and management solutions, including set-tops and data-access devices. For more information, visit motorola.com/mobility.
  • Noyfb

    google wanted a stable platforn and established hardware for their software. they’ll be making insane phones by next year, like the moto/google quad processor phone

  • http://twitter.com/Rocko9999 Rocko Smith

    Stupid. Moto has the worst customer service and support for the cell phone division.

  • http://www.hammertechnologies.net Chase Johnson

    this was silly, what company wouldnt want to merge with the biggest internet company in the world?

  • Anonymous

    phlpn.es/7x9vmd

  • StormbladeX69

    Sweet

  • http://thisisjohncoffey.com GRAND MASTER SEN$Ei {{-_-}}™

    Now for a Nexus phone. {{-_-}}

  • Anonymous

    The only stock I own! 2 Shares of motorola! Still doesn’t mean anything :(

  • http://www.flayme.com/troll/ nanatroll

    this solidifies the next nexus device to be made by the best OEM in the industry!!!

    GOOGLEROLA FTW

    • Kierra

      Yeah I’m waiting on Moto to make the next nexus. Sammy and HTC just dont do it for me. 

    • http://www.facebook.com/mariafe.c.oneill Maria Fe Camaya O’Neill

      All OEM’s including Motorolla should get a shot at making the next Nexus phone. May the best design win! I think all this talk of Google having to walk a fine line with with Motto in order to not piss off Samsung and HTC is over blown. They will continue to pump out both Andriod and Windows phones even if Motto makes the next Nexus, Andriod sells and they would be shooting themselves in the foot if they made only Windows phones. I for one would like to see what Motto would come up with, they make rock solid well built devices.

  • Kierra

    I can upgrade now, but my and my DroidX are gonna ride it our until I see something spectacular. Nexus just aint it. I do like the Razr but naw. My X treats me fine

  • Dominick DeVito

    Google doesn’t do, or know, anything about hardware. Nor do they want anything to do with hardware. This isn’t rocket science and you don’t need a Harvard MBA to figure out why they’re doing this. They want Motorola’s patents. 

    If they even hint at making phones their other hardware partners (HTC, Samsung, LG, Sony, etc) – will have the obvious knee-jerk reaction and pull out – or ramp down Android handsets – and go with Windows Phone. Google doesn’t want that to happen.

    But if this is the end of MotoBlur and more stock Motorola handsets, then I’m all for it.

  • http://an.droid-life.com/ Dan
  • Anonymous

    nirl.eu/5

  • FugginBojangles

    Can’t wait until google flips motos software division upside down.

  • Anonymous

    Maybe they will buy Sprint and have their own phones, OS and network!

    • pj

      Although I foresee that being vetoed by the feds, I would absolutely love to see that! Talk about full and total integration and optimization! If allowed, I bet they could turn around sprint in less than five years into a viable competitor

  • http://twitter.com/BiggiePhat JG

    Nexus. Verizon. 21st. Period.

  • Ardy

    I use to think ME ME ME when I was much younger! Now that I’m much older I think US US US. In this economy, personally I’m glad an American company is merging with another American company! Everyone is excited about GalaxyNexus! I’m pretty much pleased with Motorola smartphone’s! It does what I need and beside’s NO ONE beat’s the battery life of a Moto phone, not HTC, not Samsung, the rest don’t even come close to the giant three when it comes to smartphones!!!

  • Anonymous

    Well, it probably means no more blur because Google stated long ago that their goal was to make Android so great that manufacturers would stop adding their skins to it.

  • Bear0013

    Omg the first moto nexus is gonna dominate the whole the game for sure

    • Anonymous

      No doubt. Get rid of this Samsung garbage.

      • Dominick DeVito

        garbage? Samsung has made the only Android phone that lived up to its hype and potential this year – the Galaxy S II.

        Moto has royally sucked and disappointed all year.

        • Kierra

          Lol you really are a troll. It’s cute though. Keep at it. 

          • http://twitter.com/kn1ghth4wk241 Mike Daniels

            well its true, and im not a samsung fan, in fact the galaxy nexus will be my first samsung phone i have ever owned, motorola is way to over rated now with their locked bootloaders and such

          • Kierra

            How is it over rated? The new golden boy OEM is HTC.I think the Razr has all the things the average consumer could ask for. 

          • Anonymous

            except for a decent screen.  They make it all nice and thin and don’t even bother to give it an HD screen to keep up with HTC/Sammy.  Moto needs to just concentrate on creating 2 decent phones a year and not the 50 or so they’ve been turning out.
             
            I for one don’t feel this is a good merger…unless Google replaces the upper management team at Moto.  The current president is an IDIOT and should not be running a company.  He got lucky with the original droid/droid x release but has sucked since then!  And yes i was one of the original idiots that rushed out and paid way too much for a xoom tablet and an empty promise.  It’s a shame I feel this way as I believe in buying American (even thou it’s not made in America).  I’ll be getting the HTC or Nexus in the next week or so.

  • Nyce2beme

    hope this goes thru will be better phones for Verizon customers and  no blur   yuuuuuuuuuuuuuuuuuup

  • Regrub

    Does this make the RAZR a Google phone too? :)

    • Anonymous

      no.

  • Jason Purp

    Does this mean they will stop using Motoblur so much?
    Does this mean they will unlock some of their bootloaders?
    Does this mean they will be making the next Nexus?

    If the answer to any of these is “no,” I personally don’t care. I just want my freaking Galaxy Nexus, man.

    • Lionel Y.

      when was the last time you used a motorola phone?

      • Jason Purp

        I have had the DROID, DROID X, DROID Bionic, and DROID RAZR. The only phones I ever kept were the DROID and DROID X.

        • Billy Jenkins

          Maybe you shouldn’t buy so many Motorola phones if you hate motoblur so much. Just a thought.

          • Jason Purp

            The DROID Bionic was going to be awesome compared to my current phone (or so I thought), the Incredible 2. Dual core goodness. I played with it in the store and saw no real pixelation, but when I brought it home, I almost got a headache. So I brought it back.

            A few days ago I bought the RAZR to use until the Galaxy Nexus came out. But I noticed that every white-ish color seemed to be pixelated, similar to the Bionic’s green color problem. So I brought it back just as fast.

            It’s only HTC and Samsung from now on.

          • Billy Jenkins

            yes I know. The Bionic was overhyped and over rated just like many phones before it. But think about it. The Droid was stock with no motoblur and u liked the Droid x. so if u bought the bionic and didnt like it then u shouldnt have bought the Razr. and my comment was mostly referring to future phones. if u hate motoblur so much then maybe u shouldnt buy motorola phones anymore. at least until they remove motoblur

        • Jason Purp

          Oh, and those were just my phones by Motorola. I’ve had many others. lol

        • Anonymous

          Went back to my x too. Quite frankly if the original x had 4g, I would hold out for another year and wait for the dust to settle. I have been due for an upgrade since August. The displays kinda are disappointing on these new guys and although the nexus may be unlocked, I am not a fan of its plasticy body. Might be picky but my x and previous droid have some scars from heavy use in the bodies that would have turned any other device into pieces.

    • Anonymous

      No… Moto will still be the same they are now.

    • Anonymous

      Yes, but that’s because of ICS not a Google buyout.
      Maybe, but that’s mostly a carrier decision.
      No. In fact probably not for some time.

      Those looking for the future of Googorola phones to be all essentially Nexus type phones should expect to be very disappointed. Two big reasons. The first is simply business, that’s not how wholly owned subsidiaries work. The second is Google MUST walk a fine line of not looking like it’s competing directly against the very strategic partners it needs to sustain the Android platform; aka Samasung, HTC and LG namely. Especially Samsung, whose now the largest mobile phone manufacturer on the planet. Even after this deal was announced there’s been grumblings (CNBC/WSJ reported) that they may consider diversifying their portfolio further to not be so dominantly reliant on Android. Do I think it’ll actually happen? no. But they surely will be watching this like a hawk, so in a sense, Google has to go out of its way to keep Moto as independent looking as possible….hence why you probably won’t see a Moto Nexus for another few years.

      This deal was mostly about the patents to defend Android, a small portion about future hardware development integration access through things like NFC (hey maybe we’ll finally see it on Moto phones) and who knows what else in the future…and finally a revenue stream from the other part of the ecosystem to show on the balance sheet.

      • Dominick DeVito

        Thank you, well said. You and I hardly see eye to eye it seems but I couldn’t have said it any better myself.

      • bigrob60

        That was very well put. Google also stated the manufacturers will still have to complete for the Nexus branding after the they were asked if Moto was getting Nexus’ from now on. 

      • Anonymous

        The problem with NFC and moto phones is NFC does best with plastic (and not well with metal frames inside), and it looks all of Moto’s new phones aren’t going the plastic route.

      • tr0ubl3d0n3

        So rue

    • Anonymous

      You already know there would be a No in one of the three, so you already knew you didn’t care…so why not just save yourself the wear on your keyboard and not ask any questions then? Or do you just like to hear(see) yourself talk(type)?

      • Jason Purp

        Oh boy…

  • Geoff

    i can’t take it anymore. DL, please, please, please don’t post anything else unless it’s the Galaxy Nexus release date. i feel like it’s christmas eve and i can’t sleep!

    • Geoff

      every single day.

    • Billy Jenkins

      I heard the Galaxy Nexus will be released tomorrow for $950 off contract and $800 on a 1 year contract. or $780 on a 2 year contract. but there is an additional $60 per month for 4g

  • Anonymous

    So will we see some unlocked bootloaders after this???

    • Anonymous

      Locked boot loaders are Verizon’s call, not moto’s

      • http://www.facebook.com/CJWitmer Connor Witmer

        But verizon’s making special circumstance for the Nexus. Maybe with the nexus the storm will blow over and vzw will realize having it unlockable isnt the end of the universe. after all, it most likely will be the first OFFICIALLY unlockable bootloader.

      • Anonymous

        not just verizon since at&t and sprint have locked moto phones. Not to mention international carriers did to except with the razr.

  • Tyler

    So Motorola Nexus 4?

    • Hans Kwazneski

      Motorola Galaxy Droid Nexus 12

      • Billy Jenkins

        Motorola Galaxy Droid 4 Nexus 13.7