The general idea for the ACS business has been changed to
reflect a higher cash payment, fewer CommScope ordinary shares and a lower
level of liabilities guaranteed by CommScope than previously announced. The
total purchase price includes $ 250 million in cash, which was subject to
post-closure adjustments, and approximately 1.8 million CommScope ordinary
shares. At the time of the announcement of the agreement between the two
companies on October 27, 2003, these shares were valued at $ 22.9 million; at
the end of the business on January 30, 2004 they were worth $ 32.8 million. In
addition, CommScope will assume up to $ 65 million of outstanding liabilities,
primarily related to employee benefits.
Of the $ 250 million in cash, $ 150 million comes from
CommScope's cash balances and the remaining $ 100 million from loans based on a
new five-year guaranteed credit line, $ 185 million. The new credit line, which
replaces the previous CommScope credit line, includes a $ 75 million term loan
and a $ 110 million revolving credit line. It was signed by Wachovia
Securities.
CommScope had approximately $ 206 million in cash and cash
equivalents in its balance sheet as of December 31, 2003. The company plans to
publish its fourth quarter 2003 results on February 19.
In a press release announcing its completion, CommScope said
the deal "creates an unparalleled mix of global leaders in business and
cable applications for hybrid coaxial fiber (HFC) applications. It also
strategically extends the leadership position of CommScope in the last mile
"of telecommunications. "
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