SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
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DATE OF REPORT: DECEMBER 15, 1999
DATE OF EARLIEST EVENT REPORTED: DECEMBER 15, 1999
COMMSCOPE, INC.
(Exact name of registrant as specified in its charter)
DELAWARE 1-12929 36-4135495
(State or other (Commission File Number) (I.R.S. Employer
jurisdiction of Identification Number)
incorporation or
organization)
1375 LENOIR RHYNE BOULEVARD, HICKORY,
NORTH CAROLINA 28601
(Address of principal executive offices)
REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (828) 324-2200
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Item 5. Other Events.
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On December 15, 1999, the registrant issued the press release filed as
Exhibit 99.1 hereto.
Item 7. Financial Statements and Exhibits.
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Exhibit Description Page No.
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99.1 Press Release issued December 15, 1999 5
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on behalf of the
undersigned hereunto duly authorized.
Dated: December 15, 1999
COMMSCOPE, INC.
By: /s/ Frank B. Wyatt, II
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Frank B. Wyatt, II
Vice President, General Counsel
and Secretary
<PAGE>
Exhibit Description
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99.1 Press Release issued December 15, 1999
Exhibit 99.1
FOR IMMEDIATE RELEASE
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COMMSCOPE COMPLETES $172.5 MILLION CONVERTIBLE
SUBORDINATED NOTE OFFERING
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HICKORY, NC - DECEMBER 15, 1999 - CommScope, Inc. (NYSE: CTV)
announced today the completion of a $172.5 million convertible subordinated
note offering, which included the full exercise of the initial purchasers'
over-allotment option. The offering was made to qualified institutional
investors pursuant to Rule 144A of the Securities Act of 1933. The 4%
convertible subordinated notes are due in 2006. The notes will be
convertible into the Company's common stock at a conversion price of $48.19
per share, which is subject to adjustment. CommScope may redeem some or all
of the notes at any time on or after December 15, 2002 at specified
redemption prices.
CommScope estimates that the net proceeds after expenses from this
offering will be approximately $167.1 million. Proceeds of the financing
will be used to repay outstanding indebtedness under the Company's credit
facility, for capital expenditures and for other general corporate
purposes.
This news release does not constitute an offer to sell or the
solicitation of an offer to buy the securities. Any offers of the
securities were made only by means of a private offering memorandum. The
securities are not registered under the Securities Act of 1933, as amended,
or applicable state securities laws, and may not be offered or sold absent
registration under the Securities Act and applicable state securities laws
or available exemptions from such registration requirements.
Statements in this press release which are other than historical facts
are intended to be "Forward Looking Statements" within the meaning of the
Securities Exchange Act of 1934, the Private Securities Litigation Reform
Act of 1995 and other related laws. The cautionary statements contained in
Exhibit 99 to CommScope's Form 10-Q for the quarter ended September 30,
1999 are incorporated herein by reference.
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For more information contact:
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Phil Armstrong
Vice President, Investor Relations
(828) 323-4848
