Motorola has filed with the US Securities and Exchange Commission in connection with its planned separation. The Mobile Devices and Home businesses will be separated from Motorola and will operate as Motorola Mobility. Motorola will also change its name from Motorola to Motorola Solutions in connection with the separation. Motorola Solutions will consist of the Enterprise Mobility Solutions and Networks businesses. Motorola has established a new wholly-owned subsidiary, Motorola SpinCo Holdings, which filed the registration statement. Motorola SpinCo is the holding company for Motorola Mobility, its main US operating company. Motorola intends to effect the separation in the first quarter of 2011 through a distribution of shares in Motorola SpinCo to Motorola stockholders that is tax-free to Motorola stockholders for US federal income tax purposes. Shares will be distributed on a pro rata basis. Completion of the separation is subject to a number of customary conditions, including, among others, final approval by Motorola's board of directors, Motorola's receipt of an IRS ruling or opinion of counsel to the effect that the distribution will qualify as a transaction that is generally tax-free for US federal income tax purposes, as well as effectiveness of the statement filed with the SEC. Approval by Motorola's stockholders is not required for completion of the separation.
