WESTCHESTER, IL – RF equipment manufacturer Andrew Corporation and ADC Telecommunications Inc. have mutually agreed to terminate the merger agreement announced on May 31, 2006.
"The companies believe that current market considerations raised serious questions about the ability to obtain necessary shareholder approval. Therefore, Andrew and ADC have agreed to terminate the merger agreement without liability to either party. To effect the mutual termination, Andrew has agreed to pay ADC $10 million. In addition, Andrew has agreed that ADC would be paid another $65 million in the event Andrew effects a business combination transaction within 12 months.
“While we still believe in the convergence strategy, the merger of Andrew and ADC was only one method to execute against that,” said Ralph Faison, president and CEO, Andrew Corporation. “We are confident in our ability to address the current and future needs of our customers and shareholders as an independent company."
The same day, cable maker CommScope, which had put in a cash bid for Andrew, pulled its offer. "After careful consideration with our advisors, CommScope has decided not to pursue its proposal to acquire Andrew Corporation at the present time. CommScope’s operational excellence and financial discipline have made us a global leader in the ‘last mile’ of telecommunications. We intend to continue building upon our leadership position and we are confident that CommScope is poised to continue creating value for its stockholders," says its release.
