Local News

Andrew Corporation Rejects Takeover Bid From CommScope

Posted August 10, 2006

— Andrew Corporation, which operates a major satellite dish production plant in Smithfield, N.C. and has administrative offices in Garner, rejected a takeover bid by CommScope on Wednesday.

CommScope (NYSE: CTV), which is based in Hickory, N.C., offered $1.7 billion in an unsolicited takeover bid that was announced on Monday. Andrew (Nasdaq: ANDW) said the CommScope offer of $9.50 per share was "wholly inadequate".

Andrew had agreed on May 31 to merge with ADC Telecommunications. CommScope attempted to trump that deal.

"The board carefully reviewed and considered CommScope's proposal and found it does not adequately reflect the value of Andrew, its business prospects, and its industry-leading products, global customer base, and skilled global workforce," said Ralph Faison, president and chief executive officer, Andrew Corporation.

In a statement, CommScope said it was "disappointed" by the Andrew decision.

Also on Wednesday, Andrew and ADC agreed to call off their merger, citing concerns that the companies could win shareholder approval for the deal.

Andrew said it would pay ADC $10 million to call off the deal. Andrew also agreed to pay ADC an additional $65 million if it merged with another company within the next 12 months.

"While we still believe in the convergence strategy, the merger of Andrew and ADC was only one method to execute against that," Faison said. "We are confident in our ability to address the current and future needs of our customers and shareholders as an independent company.

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