CommScope Announces Sale of Remaining Shares of Common Stock Held by Affiliate of The Carlyle Group
CommScope Holding Company, Inc. (NASDAQ: COMM) has announced the sale of 19,716,970 shares of its common stock on an
underwritten basis by an affiliate of The Carlyle Group. CommScope will not receive any of the proceeds from the offering of shares
by Carlyle. Closing of the offering is expected to occur on or about November 16, 2016, subject to customary closing
conditions.
Morgan Stanley and Jefferies are acting as the joint book-running managers for the offering. Morgan Stanley and Jefferies
propose to offer the shares of common stock from time to time to purchasers directly or through agents, or through brokers in
brokerage transactions on the Nasdaq Global Select Market, or to dealers in negotiated transactions or in a combination of such
methods of sale, at a fixed price or prices, which may be changed, or at market prices prevailing at the time of sale, at prices
related to such prevailing market prices or at negotiated prices.
Following the offering, Carlyle will not own any shares of common stock of CommScope.
CommScope has filed an automatically effective registration statement (including a prospectus) with the U.S. Securities and
Exchange Commission for the offering to which this communication relates, and the offering may only be made by means of such
written prospectus. Before you invest, you should read the prospectus in that registration statement and other documents CommScope
has filed with the SEC for more complete information about CommScope and this offering. You may get these documents for free by
visiting EDGAR on the SEC Web site at www.sec.gov. Alternatively, the underwriters will arrange to send you the prospectus if you request it by
writing Morgan Stanley at Morgan Stanley & Co. LLC: Attn: Prospectus Department – 180 Varick Street, 2nd Floor – New York, NY
10014; or by writing Jefferies LLC at Jefferies LLC, Attention: Prospectus Department, 520 Madison Avenue, 2nd Floor, New York, NY
10022, telephone: 1-877-547-6340 or e-mail: Prospectus_Department@Jefferies.com.
This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of
these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or
qualification under the securities laws of any such state or jurisdiction.
About CommScope
CommScope (NASDAQ: COMM) helps companies around the world design, build and manage their wired and wireless networks. Our vast
portfolio of network infrastructure includes some of the world’s most robust and innovative wireless and fiber optic solutions. Our
talented and experienced global team is driven to help customers increase bandwidth; maximize existing capacity; improve network
performance and availability; increase energy efficiency; and simplify technology migration. You will find our solutions in the
largest buildings, venues and outdoor spaces; in data centers and buildings of all shapes, sizes and complexity; at wireless cell
sites; in telecom central offices and cable headends; in FTTx deployments; and in airports, trains, and tunnels. Vital networks
around the world run on CommScope solutions.
Forward-Looking Statements
This press release or any other oral or written statements made by us or on our behalf may include forward-looking statements
which reflect our current views with respect to future events and financial performance. These forward-looking statements are
generally identified by their use of such terms and phrases as “intend,” “goal,” “estimate,” “expect,” “project,” “projections,”
“plans,” “anticipate,” “should,” “could,” “designed to,” “foreseeable future,” “believe,” “think,” “scheduled,” “outlook,”
“guidance” and similar expressions although not all forward-looking statements contain such terms. This list of indicative terms
and phrases is not intended to be all-inclusive.
These statements are subject to various risks and uncertainties, many of which are outside our control, including, without
limitation, our ability to integrate the BNS business on a timely and cost-effective manner; our reliance on TE Connectivity for
transition services for the BNS business; our ability to realize expected growth opportunities and cost savings from the BNS
business; our dependence on customers’ capital spending on communication systems; concentration of sales among a limited number of
customers and channel partners; changes in technology; industry competition and the ability to retain customers through product
innovation, introduction and marketing; risks associated with our sales through channel partners; product performance issues and
associated warranty claims; our ability to maintain effective management information systems and to successfully implement major
systems initiatives; cyber-security incidents, including data security breaches or computer viruses; the risk our global
manufacturing operations suffer production or shipping delays causing difficulty in meeting customer demands; the risk that
internal production capacity and that of contract manufacturers may be insufficient to meet customer demand or quality standards
for our products; changes in cost and availability of key raw materials, components and commodities and the potential effect on
customer pricing; risks associated with our dependence on a limited number of key suppliers; our ability to fully realize
anticipated benefits from prior or future acquisitions or equity investments; potential difficulties in realigning global
manufacturing capacity and capabilities among our global manufacturing facilities, including delays or challenges related to
removing, transporting or reinstalling equipment, that may affect our ability to meet customer demands for products; possible
future restructuring actions; substantial indebtedness and maintaining compliance with debt covenants; our ability to incur
additional indebtedness; our ability to generate cash to service our indebtedness; possible future impairment charges for fixed or
intangible assets, including goodwill; income tax rate variability and ability to recover amounts recorded as value-added tax
receivables; our ability to attract and retain qualified key employees; labor unrest; significant international operations expose
us to economic, political and other risks, including the impact of variability in foreign exchange rates; our ability to comply
with governmental anti-corruption laws and regulations and export and import controls worldwide; our ability to compete in
international markets due to export and import controls to which we may be subject; cost of protecting or defending intellectual
property; costs and challenges of compliance with domestic and foreign environmental laws; and other factors beyond our control.
These and other factors are discussed in greater detail in our 2015 Annual Report on Form 10-K. Although the information contained
in this press release represents our best judgment as of the date of this press release based on information currently available
and reasonable assumptions, we can give no assurance that the expectations will be attained or that any deviation will not be
material. Given these uncertainties, we caution you not to place undue reliance on these forward-looking statements, which speak
only as of the date made. We are not undertaking any duty or obligation to update this information to reflect developments or
information obtained after the date of this press release, except as otherwise may be required by law.
Investor Contact:
Jennifer Crawford, CommScope
+1 828-323-4970
or
News Media Contact:
Rick Aspan, CommScope
+1 708-236-6568
publicrelations@commscope.com
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