Moto Sets Reverse Stock Split Vote

If approved by stockholders, reverse split to immediately follow Moto's plan to separate into two, independent public companies

September 24, 2010

2 Min Read

SCHAUMBURG, Ill.-- Motorola, Inc. (NYSE:MOT - News) today announced that it will hold a special meeting of stockholders on Nov. 29, 2010, to seek approval for a reverse stock split of Motorola's common stock. The reverse stock split proposal includes a ratio ranging between at least 1-for-every-3 up to 1-for-every-7 shares, to be determined by Motorola's Board of Directors, and includes a corresponding decrease in the total number of shares of common stock that Motorola is authorized to issue.

If approved by stockholders, the reverse split is expected to be implemented on Motorola Solutions common stock in the first quarter 2011, immediately following Motorola's previously announced separation into two, independent public companies.

Motorola stockholders of record at the close of business on Friday, Oct. 8, 2010, will be entitled to vote at the special meeting.

The proposal to authorize a reverse stock split is based on Motorola's expectation that following the separation of Motorola Mobility* from Motorola, and the subsequent renaming of Motorola to Motorola Solutions, the market price and trading ranges for Motorola Solutions common stock will no longer reflect the value of the spun-off entity.

Motorola's Board of Directors believes that implementing a reverse stock split on Motorola Solutions outstanding shares is likely to improve the marketability and liquidity of Motorola Solutions common stock.

The results of the stockholder vote will not affect the Board's decision to proceed with the separation transaction. The Board reserves its right to elect not to proceed with the reverse stock split if it determines that implementing a reverse split is no longer in the best interests of Motorola Solutions and its stockholders.

The reverse stock split would not affect any stockholder's percentage ownership interests or proportionate voting power, except to the extent that it results in a stockholder receiving cash in lieu of a fractional share. Stockholders otherwise entitled to fractional shares will receive cash payments in lieu of such fractional shares. These cash payments will reduce the number of stockholders after the reverse split to the extent there are presently those who would otherwise receive less than one share of Motorola common stock after the reverse split.

Motorola Inc. (NYSE: MOT)

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