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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: SEPTEMBER 1, 2005
DATE OF EARLIEST EVENT REPORTED: AUGUST 31, 2005
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
incorporation) Number)
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 2.05. Costs Associated with Exit or Disposal Activities.
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On August 31, 2005, the Board of Directors of CommScope adopted global
manufacturing initiatives (the "Initiatives"). The purpose of the
Initiatives is to reduce costs by improving manufacturing efficiency and to
enhance CommScope's long-term competitive position. Implementation of the
Initiatives includes improving the efficiency of certain manufacturing
processes, shifting production among CommScope's global facilities and the
expected closing of a manufacturing facility in Scottsboro, Alabama in late
2006. Implementation of the Initiatives is expected to be completed by
early 2007.
The principal restructuring costs expected to be incurred in
connection with the implementation of the Initiatives are for equipment
relocation, employee-related expenses and impairment charges related to
equipment that will no longer be needed. The pretax cost of the equipment
relocation is expected to be $6 to $8 million. The pretax cost of the
employee-related costs (including severance pay and related fringe
benefits) is expected to be $10 to $12 million. The pretax cost of the
impairment charges related to equipment that may no longer be needed is
expected to be $22 to $25 million.
The total pretax restructuring charges expected as a result of the
Initiatives are projected to be $38 to $45 million. CommScope expects that
most of the equipment impairment charges will be recognized in the third
quarter of 2005 and that most of the other expenses will be recognized
between October 2005 and June 2006. The incremental pretax cash cost of the
Initiatives is projected to be approximately $16 to $20 million, with the
cash outlays expected to continue through the middle of 2007. CommScope
does not expect a significant overall increase in capital spending, but
does anticipate additional capital spending of approximately $10 to $12
million during the next 18 months to support the implementation of the
Initiatives.
Annualized pretax savings resulting from the Initiatives are projected
to be $35 to $40 million once the Initiatives are fully in place.
Approximately $15 to $20 million of these pretax savings are expected
during 2006, primarily in the second half of the year. The timing of
implementation of the Initiatives will be dependent on issues encountered
during implementation and future business conditions, including sales
volumes and seasonality. 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, seasonality and the
disposition of excess real estate assets, among others.
Item 7.01. Regulation FD Disclosure.
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On September 1, 2005, CommScope issued a press release announcing the
adoption of the Initiatives. 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 global manufacturing initiatives,
dated September 1, 2005.
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: September 1, 2005
COMMSCOPE, INC.
By: /s/ Jearld L. Leonhardt
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Jearld L. Leonhardt
Executive Vice President and Chief
Financial Officer
Index of Exhibits
Exhibit No. Description
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99.1 CommScope, Inc. press release announcing the adoption of global
manufacturing initiatives, dated September 1, 2005.