PROSPECTUS SUPPLEMENT NO. 5
(TO PROSPECTUS DATED FEBRUARY 9, 2000)
COMMSCOPE, INC.
$172,500,000 of 4% Convertible Subordinated Notes due 2006 and
3,579,581 Shares of Common Stock Issuable upon Conversion of the Notes
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This prospectus supplement no. 5 supplements and amends the
prospectus dated February 9, 2000, as amended by prospectus supplement no.
1 dated February 22, 2000, prospectus supplement no. 2 dated March 1, 2000,
prospectus supplement No. 3 dated March 13, 2000, and prospectus supplement
no. 4 dated April 3, 2000 relating to the 4% Convertible Subordinated Notes
due December 15, 2006 of CommScope, Inc., a Delaware corporation, held by
certain securityholders who may offer for sale the notes and the shares of
our common stock into which the notes are convertible at any time at market
prices prevailing at the time of sale or at privately negotiated prices.
The selling securityholders may sell the notes or the common stock directly
to purchasers or through underwriters, broker-dealers or agents, who may
receive compensation in the form of discounts, concessions or commissions.
ADDITIONAL SELLING SECURITYHOLDERS
The following represents an addendum to the table of selling
securityholders appearing on pages 52-58 of the prospectus, as supplemented
and amended:
COMMON
STOCK COMMON
PRINCIPAL ISSUABLE STOCK
AMOUNT OF UPON OWNED
NOTES CONVERSION AFTER
BENEFICIALLY OF THE COMPLETION
OWNED AND NOTES AND OF THE
NAME OFFERED HEREBY OFFERED HEREBY OFFERING
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Warburg Dillon Read LLC $171,000 3,548 -
In addition, the prospectus, as supplemented and amended, is hereby further
amended by the deletion on p.58 of:
"Union Food and Commercial
Workers Local 1262 and
Employers Pension Fund 535,000 11,101 -"
and the substitution therefor of:
"United Food and Commercial
Workers Local 1262
Employers Pension Fund 535,000 11,101 -"
The prospectus, together with prospectus supplement no. 1, prospectus
supplement no. 2, prospectus supplement no. 3, prospectus supplement no. 4,
and this prospectus supplement no. 5, constitutes the prospectus required
to be delivered by Section 5(b) of the Securities Act of 1933, as amended,
with respect to offers and sales of the notes and the common stock issuable
upon conversion of the notes. All references in the prospectus to "this
prospectus" are hereby amended to read "this prospectus (as supplemented
and amended).
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NEITHER THE SECURITIES AND EXCHANGE COMMISSION NOR ANY STATE
SECURITIES COMMISSION HAS APPROVED OR DISAPPROVED OF THESE SECURITIES OR
PASSED UPON THE ACCURACY OR ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION
TO THE CONTRARY IS A CRIMINAL OFFENSE.
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THE DATE OF THIS PROSPECTUS SUPPLEMENT IS APRIL 14, 2000
