CommScope Holding Company, Inc. (NASDAQ: COMM) (the “Company,” “we,” “us” or “our”) announced that its wholly owned subsidiary, CommScope, Inc. (the “Issuer”), intends to offer $1,250 million in aggregate principal amount of senior secured notes due 2029 (the “Notes”), subject to market conditions, to persons reasonably believed to be qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”), and to certain non-U.S. persons outside the United States in reliance on Regulation S under the Securities Act.
The Notes will be guaranteed on a senior secured basis by the Company and each of the Issuer’s existing and future wholly owned domestic restricted subsidiaries, subject to certain exceptions. The Notes and the related guarantees will be secured on the same basis as the Issuer’s existing secured notes.
The Issuer expects to use the net proceeds of the offering of the Notes, together with cash on hand, to redeem and retire all of the Issuer’s outstanding 5.500% senior secured notes due 2024 (“2024 Notes”) and to pay related fees, commissions and expenses. There can be no assurance that the issuance and sale of the Notes or the use of proceeds thereof will be consummated.
The Notes and the related guarantees will not be registered under the Securities Act or any state securities laws, and may not be offered or sold in the United States absent registration, except pursuant to an exemption from the registration requirements of the Securities Act and applicable state securities laws.
This press release does not constitute an offer to sell or the solicitation of an offer to buy the Notes or any other securities and shall not constitute an offer, solicitation or sale of any security in any jurisdiction in which such an offer, solicitation or sale would be unlawful. This press release does not constitute a notice of redemption with respect to the 2024 Notes or any other securities.
