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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: OCTOBER 12, 2004
DATE OF EARLIEST EVENT REPORTED: OCTOBER 11, 2004
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)
1100 COMMSCOPE PLACE, SE
P.O. BOX 339
HICKORY, NORTH CAROLINA 28602
(Address of principal executive offices)
REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (828) 324-2200
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of
the following provisions (see General Instruction A.2. below):
[ ] Written communications pursuant to Rule 425 under the Securities Act
(17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act
(17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
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This Current Report on Form 8-K includes forward-looking statements
that are based on information currently available to management and
management's beliefs, as well as on a number of assumptions concerning
future events. These forward-looking statements are identified, including
without limitation, by their use of such terms and phrases as "intends,"
"intend," "intended," "goal," "estimate," "estimates," "expects," "expect,"
"expected," "project," "projects," "projected," "projections," "plans,"
"anticipates," "anticipated," "should," "think," "thinks," "designed to,"
"foreseeable future," "believe," "believes" and "scheduled" and similar
expressions. Forward-looking statements are not a guarantee of performance
and are subject to a number of uncertainties and other factors, which could
cause the actual results to differ materially from those currently
expected. For a more detailed description of the factors that could cause
such a difference, please see CommScope, Inc.'s ("CommScope's") filings
with the Securities and Exchange Commission. In providing forward-looking
statements, CommScope does not intend, and is not undertaking any
obligation or duty, to update these statements as a result of new
information, future events or otherwise.
Item 2.02. Results of Operations and Financial Condition.
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On October 11, 2004, CommScope issued a press release which, among
other things, updates guidance for the third quarter of 2004. A copy of the
press release is attached hereto as Exhibit 99.1.
Item 2.05. Costs Associated with Exit or Disposal Activities.
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On October 11, 2004, the respective Boards of Directors of CommScope
and Connectivity Solutions Manufacturing, Inc. ("CSMI"), an indirect
manufacturing subsidiary of CommScope, adopted organizational and
cost-reduction initiatives at CSMI's Omaha, Nebraska site. These long-term
manufacturing initiatives are designed to improve the competitive position
of Omaha's operations and are expected to be substantially in place by
mid-year 2005. The incremental cash cost of this plan is currently
projected to be approximately $10 to $15 million, with as much as half of
the cost expected to be recorded in the fourth quarter of 2004. The
principal costs are expected to be incurred for process improvements,
equipment relocation, building consolidation and employee-related expenses.
Annualized savings resulting from this plan are currently projected to be
$20 to $25 million once the initiatives are in place. The actual costs and
benefits may differ from the projected estimates as a result of a number of
uncertainties including business conditions, sales volumes, pricing and
seasonality, among others. Specifics of the cost-reduction plan are
expected to be finalized later this year.
The 2.4 million square foot Omaha, Nebraska facility is the largest
production facility for SYSTIMAX(R), ExchangeMAX(R) and Integrated Cabinet
Solutions products. The facility was purchased from Avaya Inc. ("Avaya") in
connection with CommScope's acquisition of the Connectivity Solutions
business of Avaya on January 31, 2004.
Because actual implementation of the cost reduction initiatives has
not yet begun and will be dependent on future business conditions,
including volume, pricing and seasonality, at this time CommScope is unable
in good faith to make a determination of the other estimates required by
Item 2.05. CommScope intends to file an amended report on Form 8-K under
this Item 2.05 within four business days after it makes a determination of
such estimates.
Item 7.01. Regulation FD Disclosure.
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On October 11, 2004, CommScope issued a press release announcing the
adoption of organizational and cost-reduction initiatives at CSMI's Omaha,
Nebraska site, announcing new pricing for selected products, updating third
quarter 2004 guidance and providing a fourth quarter 2004 outlook. A copy
of this press release is attached hereto as Exhibit 99.1 pursuant to Item
7.01 of this Current Report on Form 8-K.
Item 9.01. Financial Statements and Exhibits.
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(c) Exhibit Description
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99.1 CommScope, Inc. press release announcing the
adoption of organizational and cost-reduction
initiatives at CSMI's Omaha, Nebraska site,
announcing new pricing for selected products,
updating third quarter 2004 guidance and providing
a fourth quarter 2004 outlook, dated October 11,
2004.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
Dated: October 12, 2004
COMMSCOPE, INC.
By: /s/ Frank B. Wyatt, II
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Frank B. Wyatt, II
Senior Vice President, General Counsel and
Secretary
Index of Exhibits
Exhibit No. Description
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99.1 CommScope, Inc. press release announcing the adoption of
organizational and cost-reduction initiatives at CSMI's Omaha,
Nebraska site, announcing new pricing for selected products,
updating third quarter 2004 guidance and providing a fourth
quarter 2004 outlook, dated October 11, 2004.