-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Badc35M64s+VlMYmEFb4vX3xuP0LYKN0RjCCltyuSHBa8aficVMT96wliwozS22E UwW0nteEBTLjW4i3dZrSaw== 0001181431-07-077936.txt : 20071228 0001181431-07-077936.hdr.sgml : 20071228 20071228115738 ACCESSION NUMBER: 0001181431-07-077936 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20071227 FILED AS OF DATE: 20071228 DATE AS OF CHANGE: 20071228 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: ANDREW CORP CENTRAL INDEX KEY: 0000317093 STANDARD INDUSTRIAL CLASSIFICATION: DRAWING AND INSULATING NONFERROUS WIRE [3357] IRS NUMBER: 362092797 STATE OF INCORPORATION: DE FISCAL YEAR END: 0930 BUSINESS ADDRESS: STREET 1: 3 WESTBROOK CORPORATE CENTER, SUITE 900 CITY: WESTCHESTER STATE: IL ZIP: 60154 BUSINESS PHONE: (708) 236-6600 MAIL ADDRESS: STREET 1: 3 WESTBROOK CORPORATE CENTER, SUITE 900 CITY: WESTCHESTER STATE: IL ZIP: 60154 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: DONAHOE THOMAS A CENTRAL INDEX KEY: 0001189804 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-14617 FILM NUMBER: 071330843 BUSINESS ADDRESS: BUSINESS PHONE: 708-873-2570 MAIL ADDRESS: STREET 1: THREE WESTBROOK CORPORATE CENTER STREET 2: SUITE 900 CITY: WESTCHESTER STATE: IL ZIP: 60154 4 1 rrd182799.xml X0202 4 2007-12-27 1 0000317093 ANDREW CORP ANDW 0001189804 DONAHOE THOMAS A THREE WESTBROOK CORPORATE CENTER SUITE 900 WESTCHESTER IL 60154 1 0 0 0 Common Stock 2007-12-27 4 D 0 9000 D 0 D Restricted Stock Units 2007-12-27 4 D 0 20000 D Common Stock 20000 0 D Options 2007-12-27 4 D 0 12000 D Common Stock 12000 0 D Options 2007-12-27 4 D 0 60000 D Common Stock 60000 0 D Phantom Stock 15.00 2007-12-27 4 A 0 833 15.00 D Common Stock 833 39737 D Phantom Stock 2007-12-27 4 D 0 39737 D Common Stock 39737 0 D Disposed of pursuant to the Agreement and Plan of Merger (the "Merger Agreement") by and between the Issuer, CommScope, Inc. ("CommScope") and DJ Ross, Inc., dated as of June 26, 2007, in exchange for $13.50 in cash and $1.50 in CommScope common stock for each share of the Issuer's common stock. Assumed by CommScope pursuant to the Merger Agreement and converted into the right to receive, upon vesting, certain amounts of cash and CommScope common stock, as calculated pursuant to the Merger Agreement. Cancelled and disposed of pursuant to the Merger Agreement in exchange for $13.50 in cash and $1.50 in CommScope common stock for each share of the Issuer's common stock subject to such option, less the exercise price of such option. Disposed of pursuant to the Merger Agreement by conversion into an option to acquire a certain number of shares of CommScope common stock, as calculated pursuant to the Merger Agreement. Accrued under the Andrew Corporation Director Deferred Compensation Plan on December 27, 2007, to be settled in cash, less applicable tax withholding (if any), when the Reporting Person's service as a Director of the Issuer is completed. Settled in exchange for cash, pursuant to the Andrew Corporation Director Deferred Compensation Plan, on December 27, 2007, the date on which the Reporting Person ceased to be a director of the Issuer. /s/ Thomas A. Donahoe 2007-12-27 -----END PRIVACY-ENHANCED MESSAGE-----