COMMSCOPE INC
8-K, 1999-12-07
RADIO & TV BROADCASTING & COMMUNICATIONS EQUIPMENT
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                     SECURITIES AND EXCHANGE COMMISSION
                           WASHINGTON, D.C. 20549

                    -----------------------------------


                                  FORM 8-K

                               CURRENT REPORT

                   PURSUANT TO SECTION 13 OR 15(D) OF THE
                      SECURITIES EXCHANGE ACT OF 1934

                    -----------------------------------



DATE OF REPORT:  DECEMBER 7, 1999
DATE OF EARLIEST EVENT REPORTED:  DECEMBER 7, 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
<PAGE>
Item 5.   Other Events.
          ------------

     On December 7, 1999, the registrant issued the press release filed as
Exhibit 99.1 hereto.


Item 7.   Financial Statements and Exhibits.
          ---------------------------------



            Exhibit      Description                                 Page No.
            -------      -----------                                 --------


            99.1         Press Release issued December 7, 1999           5
<PAGE>
                                 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 7, 1999


                                      COMMSCOPE, INC.


                                      By: /s/ Jearld L. Leonhardt
                                         ------------------------------
                                           Jearld L. Leonhardt
                                           Executive Vice President
                                           Finance and Administration
<PAGE>
            Exhibit      Description
            -------      -----------


            99.1         Press Release issued December 7, 1999


                                                              Exhibit 99.1

               FOR IMMEDIATE RELEASE


COMMSCOPE PLANS OFFERING OF $150 MILLION CONVERTIBLE SUBORDINATED NOTES
- ------------------------------------------------------------------------

HICKORY, NC - DECEMBER 7, 1999 - CommScope, Inc. (NYSE: CTV) announced
today that it intends to raise $150 million through the sale of convertible
subordinated notes due in 2006 in a private offering pursuant to Rule 144A
of the Securities Act of 1933. The notes will be convertible into the
Company's common stock. Terms of the offering will be determined at a later
date. Completion of the offering requires consent of the Company's senior
lenders. The Company expects to complete the offering by year-end.

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.

The securities will not be registered under the Securities Act of 1933 and
may not be offered or sold in the United Sates absent registration or an
applicable exemption from registration requirements.

There is no assurance that the offering will be consummated.


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.

                                   # # #

For more information contact:
- -----------------------------
Phil Armstrong
Vice President, Investor Relations
(828) 323-4848


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