Filed Pursuant to Rule 424(b)(3)
Registration No. 333-116692
PROSPECTUS SUPPLEMENT NO. 4
(TO PROSPECTUS DATED OCTOBER 12, 2004)
COMMSCOPE, INC.
$250,000,000 Principal Amount of 1.00% Convertible Senior Subordinated
Debentures due 2024 and 11,494,250 Shares of Common Stock Issuable upon
Conversion of the Debentures
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This prospectus supplement no. 4 supplements and amends the prospectus
dated October 12, 2004, as amended by prospectus supplement no. 1 dated
November 5, 2004, prospectus supplement no. 2 dated December 16, 2004 and
prospectus supplement no. 3 dated February 14, 2005, relating to the 1.00%
Convertible Senior Subordinated Debentures due March 15, 2024 of CommScope,
Inc., a Delaware corporation, held by certain securityholders who may offer
for sale the debentures and the shares of our common stock into which the
debentures 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 debentures 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.
The table below sets forth additional and updated information
concerning beneficial ownership of the debentures and the common stock
issuable upon conversion of the debentures and supplements and amends the
table appearing under "Selling Securityholders" beginning on page 61 of the
prospectus. To the extent that a selling securityholder is listed both in
the table below and in the table appearing in the prospectus or in any
prior prospectus supplement, the information set forth below regarding that
selling securityholder supersedes the information in the prospectus and
such prospectus supplement. We have prepared this table based on
information given to us by the selling securityholder listed below prior to
the date hereof.
PRINCIPAL AMOUNT OF
DEBENTURES AT MATURITY
---------------------------- NUMBER OF SHARES OF COMMON STOCK
BENEFICIALLY PERCENTAGE ----------------------------------------
OWNED AND OF OWNED AFTER
OFFERED DEBENTURES BENEFICIALLY OFFERED THE
SELLING SECURITYHOLDERS HEREBY OUTSTANDING OWNED(1) HEREBY OFFERING(2)
-------------------------------------------------- ------------ ----------- ------------ --------- -------------
Fore Convertible Master Fund, Ltd. 975,000 * 44,827 44,827 -
Fore ERISA Fund, Ltd. 251,000 * 11,540 11,540 -
Fore Multi Strategy Master Fund, Ltd. 294,000 * 13,517 13,517 -
Gaia Offshore Master Fund, Ltd. 7,125,000 2.9% 327,586 327,586 -
Guggenheim Portfolio Company VIII (Cayman), Ltd. 51,000 * 2,344 2,344 -
Lyxor/Gaia II Fund Ltd. 2,375,000 * 109,195 109,195 -
Man Mac I Limited 429,000 * 19,724 19,724 -
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* Less than 1%.
(1) Assumes for each $1,000 in principal amount at maturity of debentures
a maximum of 45.9770 shares of common stock could be received upon
conversion.
(2) Assumes that all debentures, and common stock issuable upon conversion
of the debentures, are sold in the offering.
The prospectus, together with prospectus supplement no. 1, prospectus
supplement no. 2, prospectus supplement no. 3 and this prospectus
supplement no. 4, 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 debentures and the common stock issuable upon
conversion of the debentures. All references in the prospectus to "this
prospectus" are hereby amended to read "this prospectus (as supplemented
and amended)."
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INVESTING IN THE DEBENTURES AND OUR COMMON STOCK INVOLVES RISKS. SEE
"RISK FACTORS" BEGINNING ON PAGE 9 OF THE PROSPECTUS.
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 15, 2005