Under the agreement approved by the boards of both companies, Finland-based Nokia will pay $78 in cash for each Navteq share, including outstanding options, Nokia said Monday.
Navteq shares lost $1.38 at $76.59 on the New York Stock Exchange Monday morning.
Nokia shares, also trading on the NYSE, slipped 23 cents to $37.70.
Chicago-based Navteq maintains digital maps which it licenses to global positioning systems and Web sites. Founded in 1985, it has around 3,000 employees in 168 offices in 30 countries.
Nokia said Navteq would continue to support its existing customers as before -- with the Navteq map data business continuing to operate independently -- but that it would be organized as a Nokia group company.