CommScope Holding Company, Inc. Announces Dividend in Kind and Option Amendment
CommScope Holding Company, Inc. has declared a dividend in kind on its Series A Convertible Preferred Stock, par value $0.01 per share, to be paid in the form of 17,343 shares of Series A Preferred Stock and $12.50 in cash. The dividend is exempt from registration under the Securities Act of 1933, as amended, pursuant to Section 4(a)(2) of the Securities Act. Additionally, the company has amended the option agreement for Koen ter Linde, its Senior Vice President and President of the Connectivity and Cable Solutions reporting segment, in relation to the sale of the CCS segment to Amphenol Corporation.
As previously disclosed, on April 4, 2019, CommScope issued and sold 1,000,000 shares of Series A Convertible Preferred Stock for an aggregate purchase price of $1.0 billion, or $1,000 per share. Since then, the company has paid dividends in kind in the aggregate amount of 261,310 shares of Series A Preferred Stock to the holders of the Series A Preferred Stock, as of June 30, 2025.
Key Takeaways:
- CommScope will pay a dividend in kind to holders of Series A Convertible Preferred Stock in the form of 17,343 shares of Series A Preferred Stock and $12.50 in cash.
- The dividend is exempt from registration under the Securities Act of 1933, as amended, pursuant to Section 4(a)(2) of the Securities Act.
- Koen ter Linde's option agreement has been amended to provide that if his employment is terminated resulting from the successful closing of the sale of the CCS segment to Amphenol Corporation, his options will lapse on the earliest to occur of the expiration date of the options and one year after the date of such termination.
- The company expects to pay the dividend on September 30, 2025.
- CommScope has sold 261,310 shares of Series A Preferred Stock to holders of the Series A Preferred Stock in kind since June 30, 2025.
- Carlyle Partners VII S1 Holdings, L.P., an accredited investor, has acquired the Series A Preferred Stock for investment purposes and not with a view to, or for sale in connection with, any distribution thereof.
Statistics:
- 17,343 shares of Series A Preferred Stock and $12.50 in cash will be paid as a dividend in kind to holders of the Series A Preferred Stock.
- The aggregate purchase price of the Series A Preferred Stock sold by CommScope on April 4, 2019, was $1.0 billion, or $1,000 per share.
- 261,310 shares of Series A Preferred Stock have been paid in kind to holders of the Series A Preferred Stock since June 30, 2025.
- The sale of the CCS segment to Amphenol Corporation is expected to be completed in the near future.
Sources:
- CommScope Holding Company, Inc. (2025-09-24). Form 8-K. Retrieved from EDGAR Online via COMTEX.
- SEC Rule 501. (n.d.). Retrieved from
- Securities Act of 1933. (n.d.). 15 U.S.C. § 77b.