10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended September 30, 2016

OR

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from              to            

Commission file number 001 - 36146

CommScope Holding Company, Inc.

(Exact name of registrant as specified in its charter)

Delaware	27-4332098
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)

1100 CommScope Place, SE

Hickory, North Carolina

(Address of principal executive offices)

28602

(Zip Code)

(828) 324-2200

(Registrant’s telephone number, including area code)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.    Yes  ☒    No  ☐

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).    Yes  ☒    No  ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See definitions of “large accelerated filer,” “accelerated filer,” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):

Large accelerated filer	☒		Accelerated filer	☐
Non-accelerated filer	☐	(Do not check if a smaller reporting company)	Smaller reporting company	☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).    Yes  ☐    No  ☒

As of October 17, 2016 there were 192,929,959 shares of Common Stock outstanding.

CommScope Holding Company, Inc.

Form 10-Q

September 30, 2016

Table of Contents

Part I—Financial Information (Unaudited):
Item 1. Condensed Consolidated Financial Statements:
Condensed Consolidated Statements of Operations and Comprehensive Income (Loss)	2
Condensed Consolidated Balance Sheets	3
Condensed Consolidated Statements of Cash Flows	4
Condensed Consolidated Statements of Stockholders’ Equity	5
Notes to Unaudited Condensed Consolidated Financial Statements	6
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations	25
Item 3. Quantitative and Qualitative Disclosures About Market Risk	38
Item 4. Controls and Procedures	39
Part II—Other Information:
Item 1. Legal Proceedings	40
Item 1A. Risk Factors	40
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds	40
Item 3. Defaults Upon Senior Securities	40
Item 4. Mine Safety Disclosures	40
Item 5. Other Information	40
Item 6. Exhibits	40
Signatures	41

1

Part 1 -- Financial Information (Unaudited)

ITEM 1.  Condensed Consolidated Financial Statements

CommScope Holding Company, Inc.
Condensed Consolidated Statements of Operations
and Comprehensive Income (Loss)
(Unaudited -- In thousands, except per share amounts)
	Three Months Ended						Nine Months Ended
	September 30,						September 30,
	2016			2015			2016			2015
Net sales	$	1,293,948		$	972,597		$	3,744,715		$	2,665,287
Operating costs and expenses:
Cost of sales		751,097			633,706			2,201,014			1,718,497
Selling, general and administrative		220,835			203,820			664,365			460,288
Research and development		48,430			31,100			152,554			86,818
Amortization of purchased intangible assets		74,639			54,287			224,270			143,697
Restructuring costs, net		10,826			6,868			24,503			10,633
Asset impairments		7,375			85,334			22,668			85,334
Total operating costs and expenses		1,113,202			1,015,115			3,289,374			2,505,267
Operating income (loss)		180,746			(42,518	)		455,341			160,020
Other expense, net		(7,546	)		(8,269	)		(21,898	)		(5,556	)
Interest expense		(68,349	)		(73,387	)		(215,024	)		(158,752	)
Interest income		1,023			1,276			4,750			3,336
Income (loss) before income taxes		105,874			(122,898	)		223,169			(952	)
Income tax (expense) benefit		(12,043	)		42,102			(54,797	)		5,224
Net income (loss)	$	93,831		$	(80,796	)	$	168,372		$	4,272
Earnings (loss) per share:
Basic	$	0.49		$	(0.42	)	$	0.88		$	0.02
Diluted	$	0.48		$	(0.42	)	$	0.86		$	0.02
Weighted average shares outstanding:
Basic		192,719			190,269			192,275			189,483
Diluted		196,598			190,269			196,141			193,930
Comprehensive income (loss):
Net income (loss)	$	93,831		$	(80,796	)	$	168,372		$	4,272
Other comprehensive income (loss), net of tax:
Foreign currency translation gain (loss)		8,610			(22,835	)		8,303			(40,685	)
Pension and other postretirement benefit activity		(376	)		(1,566	)		(3,511	)		(4,739	)
Available-for-sale securities		(257	)		(1,737	)		(2,391	)		(5,873	)
Total other comprehensive income (loss), net of tax		7,977			(26,138	)		2,401			(51,297	)
Total comprehensive income (loss)	$	101,808		$	(106,934	)	$	170,773		$	(47,025	)
See notes to unaudited condensed consolidated financial statements.

2

CommScope Holding Company, Inc.

Condensed Consolidated Balance Sheets

(Unaudited - In thousands, except share amounts)

	September 30, 2016			December 31, 2015
Assets
Cash and cash equivalents	$	517,275		$	562,884
Accounts receivable, less allowance for doubtful accounts of    $19,388 and $19,392, respectively		966,839			833,041
Inventories, net		475,679			441,815
Prepaid expenses and other current assets		130,690			166,900
Total current assets		2,090,483			2,004,640
Property, plant and equipment, net of accumulated depreciation    of $288,137 and $243,806, respectively		499,842			528,706
Goodwill		2,803,227			2,690,636
Other intangible assets, net		1,905,255			2,147,483
Other noncurrent assets		112,834			131,166
Total assets	$	7,411,641		$	7,502,631
Liabilities and Stockholders' Equity
Accounts payable	$	417,546		$	300,829
Other accrued liabilities		497,777			371,743
Current portion of long-term debt		12,500			12,520
Total current liabilities		927,823			685,092
Long-term debt		4,701,486			5,231,131
Deferred income taxes		202,429			202,487
Pension and other postretirement benefit liabilities		31,201			37,102
Other noncurrent liabilities		115,471			124,099
Total liabilities		5,978,410			6,279,911
Commitments and contingencies
Stockholders' equity:
Preferred stock, $.01 par value: Authorized shares: 200,000,000;
Issued and outstanding shares: None		—			—
Common stock, $0.01 par value: Authorized shares: 1,300,000,000;
Issued and outstanding shares: 192,868,939 and 191,368,727,
respectively		1,940			1,923
Additional paid-in capital		2,258,869			2,216,202
Retained earnings (accumulated deficit)		(644,022	)		(812,394	)
Accumulated other comprehensive loss		(169,277	)		(171,678	)
Treasury stock, at cost: 1,101,820 shares and 986,222 shares,
respectively		(14,279	)		(11,333	)
Total stockholders' equity		1,433,231			1,222,720
Total liabilities and stockholders' equity	$	7,411,641		$	7,502,631

See notes to unaudited condensed consolidated financial statements.

3

CommScope Holding Company, Inc.

Condensed Consolidated Statements of Cash Flows

(Unaudited - In thousands)

	Nine Months Ended
	September 30,
	2016			2015
Operating Activities:
Net income	$	168,372		$	4,272
Adjustments to reconcile net income to net cash generated by   operating activities:
Depreciation and amortization		301,450			199,485
Equity-based compensation		26,621			21,055
Deferred income taxes		(94,239	)		(92,538	)
Asset impairments		22,668			85,334
Excess tax benefits from equity-based compensation		(8,083	)		(19,194	)
Changes in assets and liabilities:
Accounts receivable		(96,337	)		(116,131	)
Inventories		(23,480	)		67,518
Prepaid expenses and other assets		12,540			(43,286	)
Accounts payable and other liabilities		218,590			74,524
Other		(2,850	)		4,697
Net cash generated by operating activities		525,252			185,736
Investing Activities:
Additions to property, plant and equipment		(49,660	)		(39,422	)
Proceeds from sale of property, plant and equipment		3,935			219
Cash paid for acquisitions including purchase price adjustments, net of    cash acquired		2,714			(2,957,476	)
Other		3,487			3,268
Net cash used in investing activities		(39,524	)		(2,993,411	)
Financing Activities:
Long-term debt repaid		(546,025	)		(502,566	)
Long-term debt proceeds		—			3,246,875
Long-term debt financing costs		—			(73,890	)
Proceeds from the issuance of common shares under equity-based    compensation plans		8,637			21,273
Excess tax benefits from equity-based compensation		8,083			19,194
Tax withholding payments for vested equity-based compensation   awards		(2,946	)		—
Net cash generated by (used in) financing activities		(532,251	)		2,710,886
Effect of exchange rate changes on cash and cash equivalents		914			(14,570	)
Change in cash and cash equivalents		(45,609	)		(111,359	)
Cash and cash equivalents, beginning of period		562,884			729,321
Cash and cash equivalents, end of period	$	517,275		$	617,962

See notes to unaudited condensed consolidated financial statements.

4

CommScope Holding Company, Inc.

Condensed Consolidated Statements of Stockholders' Equity

(Unaudited - In thousands, except share amounts)

	Nine Months Ended
	September 30,
	2016			2015
Number of common shares outstanding:
Balance at beginning of period		191,368,727			187,831,389
Issuance of shares under equity-based compensation plans		1,615,810			2,759,107
Shares surrendered under equity-based compensation plans		(115,598	)		—
Balance at end of period		192,868,939			190,590,496
Common stock:
Balance at beginning of period	$	1,923		$	1,888
Issuance of shares under equity-based compensation plans		17			28
Balance at end of period	$	1,940		$	1,916
Additional paid-in capital:
Balance at beginning of period	$	2,216,202		$	2,141,433
Issuance of shares under equity-based compensation plans		8,620			21,246
Equity-based compensation		26,530			17,500
Tax benefit from shares issued under equity-based compensation plans		7,517			19,107
Balance at end of period	$	2,258,869		$	2,199,286
Retained earnings (accumulated deficit):
Balance at beginning of period	$	(812,394	)	$	(741,519	)
Net income		168,372			4,272
Balance at end of period	$	(644,022	)	$	(737,247	)
Accumulated other comprehensive loss:
Balance at beginning of period	$	(171,678	)	$	(83,548	)
Other comprehensive income (loss), net of tax		2,401			(51,297	)
Balance at end of period	$	(169,277	)	$	(134,845	)
Treasury stock, at cost:
Balance at beginning of period	$	(11,333	)	$	(10,635	)
Net shares surrendered under equity-based compensation plans		(2,946	)		—
Balance at end of period	$	(14,279	)	$	(10,635	)
Total stockholders' equity	$	1,433,231		$	1,318,475

See notes to unaudited condensed consolidated financial statements.

5

CommScope Holding Company, Inc.

Notes to Unaudited Condensed Consolidated Financial Statements

(In thousands, unless otherwise noted)

1. BACKGROUND AND BASIS OF PRESENTATION

Background

CommScope Holding Company, Inc., along with its direct and indirect subsidiaries (CommScope or the Company), is a global provider of essential infrastructure solutions for communication networks. The Company’s solutions and services for wired and wireless networks enable high-bandwidth data, video and voice applications. CommScope’s global leadership position is built upon innovative technology, broad solution offerings, high-quality and cost-effective customer solutions and global manufacturing and distribution scale.

On August 28, 2015, the Company acquired TE Connectivity’s Broadband Network Solutions (BNS) business in an all-cash transaction valued at approximately $3.0 billion. See Note 2 for additional discussion of the BNS acquisition.

As of January 1, 2016, the Company reorganized its internal management and reporting structure as part of the integration of the BNS acquisition. The reorganization changed the information regularly reviewed by the Company’s chief operating decision maker for purposes of allocating resources and assessing performance.  As a result, the Company is reporting financial performance for 2016 based on its new operating segments: CommScope Connectivity Solutions (CCS) and CommScope Mobility Solutions (CMS). Both CCS and CMS represent non-aggregated reportable operating segments. Prior to this change, the Company operated and reported the following operating segments: Wireless, Enterprise, Broadband and BNS. All prior period amounts in these interim condensed consolidated financial statements have been recast to reflect these operating segment changes.

Basis of Presentation

The Condensed Consolidated Balance Sheet as of September 30, 2016, the Condensed Consolidated Statements of Operations and Comprehensive Income (Loss) for the three and nine months ended September 30, 2016 and 2015, and the Condensed Consolidated Statements of Cash Flows and Stockholders’ Equity for the nine months ended September 30, 2016 and 2015 are unaudited and reflect all adjustments of a normal recurring nature that are, in the opinion of management, necessary for a fair presentation of the interim period financial statements. The results of operations for these interim periods are not necessarily indicative of the results of operations to be expected for any future period or the full fiscal year.

The BNS business results of operations that are reported in the Company’s unaudited condensed consolidated financial statements for the three and nine months ended September 30, 2016 are for the fiscal periods June 25, 2016 through September 30, 2016 and December 26, 2015 through September 30, 2016, respectively. The BNS business results for the three months ended September 30, 2016 include fourteen weeks compared to thirteen weeks in each of the first two quarters of 2016. The BNS business results of operations that are reported in the Company’s unaudited condensed consolidated financial statements for the three and nine months ended September 30, 2015 are from August 28, 2015, the date of acquisition, through their fiscal period ended September 25, 2015.

The unaudited interim condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (U.S. GAAP) for interim financial information and are presented in accordance with the applicable requirements of Regulation S-X. Accordingly, these financial statements do not include all of the information and notes required by U.S. GAAP for complete financial statements. The significant accounting policies followed by the Company are set forth in Note 2 within the Company’s audited consolidated financial statements included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2015 (the 2015 Annual Report). There were no changes in the Company’s significant accounting policies during the three or nine months ended September 30, 2016. These interim condensed consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements.

Concentrations of Risk and Related Party Transactions

Net sales to Anixter International Inc. and its affiliates (Anixter) accounted for 11% of the Company’s total net sales during the three and nine months ended September 30, 2016. Net sales to Anixter accounted for 13% of the Company’s total net sales during the three and nine months ended September 30, 2015. Sales to Anixter primarily originate within the CCS segment. Other than Anixter, no other direct customer accounted for 10% or more of the Company’s total net sales for the three or nine months ended September 30, 2016 or 2015.

Accounts receivable from Anixter and Verizon Communications Inc. (Verizon) each represented approximately 11% of accounts receivable as of September 30, 2016. Other than Anixter and Verizon, no direct customer accounted for more than 10% of the Company’s accounts receivable as of September 30, 2016.

As of September 30, 2016, funds affiliated with The Carlyle Group (Carlyle) owned 10.2% of the outstanding shares of CommScope.

6

CommScope Holding Company, Inc.

Notes to Unaudited Condensed Consolidated Financial Statements

(In thousands, unless otherwise noted)

Product Warranties

The Company recognizes a liability for the estimated claims that may be paid under its customer warranty agreements to remedy potential deficiencies of quality or performance of the Company’s products. These product warranties extend over periods ranging from one to twenty-five years from the date of sale, depending upon the product subject to the warranty.The Company records a provision for estimated future warranty claims as cost of sales based upon the historical relationship of warranty claims to sales and specifically-identified warranty issues. The Company bases its estimates on assumptions that are believed to be reasonable under the circumstances and revises its estimates, as appropriate, when events or changes in circumstances indicate that revisions may be necessary. Such revisions may be material.

The following table summarizes the activity in the product warranty accrual, included in other accrued liabilities:

	Three Months Ended						Nine Months Ended
	September 30,						September 30,
	2016			2015			2016			2015
Product warranty accrual, beginning of period	$	18,356		$	15,194		$	17,964		$	17,054
Accrual assumed in BNS acquisition		—			1,900			—			1,900
Provision for warranty claims		3,435			2,054			7,954			5,968
Warranty claims paid		(14	)		(3,127	)		(4,141	)		(8,901	)
Product warranty accrual, end of period	$	21,777		$	16,021		$	21,777		$	16,021

Commitments and Contingencies

The Company is either a plaintiff or a defendant in pending legal matters in the normal course of business, including various matters assumed as part of the BNS acquisition. Management believes none of these legal matters will have a material adverse effect on the Company’s business or financial condition upon final disposition.

In addition, the Company is subject to various federal, state, local and foreign laws and regulations governing the use, discharge, disposal and remediation of hazardous materials. Compliance with current laws and regulations has not had, and is not expected to have, a materially adverse effect on the Company’s financial condition or results of operations.

Asset Impairments

Goodwill is tested for impairment annually or at other times if events have occurred or circumstances exist that indicate the carrying value of a reporting unit with goodwill may not be recoverable. During the first quarter of 2016, the Company assessed goodwill for impairment due to the change in reportable segments, which also resulted in changes to several reporting units. As a result, the Company performed impairment testing for goodwill under the reporting unit structure immediately before the change and determined that no impairment existed. The Company reallocated goodwill to the new reporting units under the new reporting structure and performed impairment testing for goodwill under the new segment reporting structure immediately after the change and determined that a $15.3 million goodwill impairment existed within one of the CCS reporting units at January 1, 2016. The impairment test was performed using a discounted cash flow (DCF) valuation model. Significant assumptions in the DCF model are annual revenue growth rates, annual operating income margins and the discount rate used to determine the present value of the cash flow projections. The discount rate was based on the estimated weighted average cost of capital as of the test date for market participants in our reporting units’ industries.

Results for the three and nine months ended September 30, 2015, included a goodwill impairment charge of $74.4 million in the CMS segment.

Property, plant and equipment and intangible assets with finite lives are reviewed for impairment whenever events or changes in circumstances indicate that the carrying value of the assets may not be recoverable, based on the undiscounted cash flows expected to be derived from the use and ultimate disposition of the assets. Assets identified as impaired are carried at estimated fair value. During the three months ended September 30, 2016, as a result of revisions to the business plan for a particular product line, the Company determined that certain intangible assets in the CCS segment were no longer recoverable and a $7.4 million impairment charge was recorded.  

7

CommScope Holding Company, Inc.

Notes to Unaudited Condensed Consolidated Financial Statements

(In thousands, unless otherwise noted)

Results for the three and nine months ended September 30, 2015, included a $10.9 million impairment charge in the CCS segment for a note receivable related to a previous divestiture.  Other than the impairments described above, there were no other material asset impairments identified during the three or nine months ended September 30, 2016 or 2015.

Income Taxes

The effective income tax rate of 11.4% and 24.6% for the three and nine months ended September 30, 2016, respectively, was lower than the statutory rate of 35% primarily due to a reduction in tax expense related to uncertain tax positions and the release of valuation allowances related to certain foreign deferred tax assets. The effective income tax rate was also favorably affected by the impact of earnings in foreign jurisdictions that the Company does not plan to repatriate.  These earnings are generally taxed at rates lower than the United States (U.S.) statutory rate. Offsetting these decreases for the nine months ended September 30, 2016 was the effect of the provision for state income taxes as well as the goodwill impairment for which only partial tax benefits were recorded.

The effective income tax rate for the three and nine months ended September 30, 2015 reflected the impact of impairment charges for which minimal tax benefits were recorded. The effective income tax rate was favorably affected by the impact of earnings in foreign jurisdictions that are generally taxed at rates lower than the U.S. statutory rate, benefits recognized from adjustments related to prior years’ tax returns and a reduction in tax expense related to uncertain tax positions. These benefits were partially offset by losses in certain jurisdictions where the Company did not recognize tax benefits due to the likelihood of them not being realizable.

Earnings Per Share

Basic earnings per share is computed by dividing net income by the weighted average number of common shares outstanding during the period. Diluted earnings per share is based on net income divided by the weighted average number of common shares outstanding plus the effect of potentially dilutive common shares using the treasury stock method. Potentially dilutive common shares include outstanding equity-based awards (stock options, performance share units and restricted stock units). Certain outstanding equity-based awards were not included in the computation of diluted earnings per share because the effect was either antidilutive or the performance conditions were not met (1.4 million shares and 1.5 million shares for the three and nine months ended September 30, 2016, respectively, and 5.3 million shares and 1.5 million shares for the three and nine months ended September 30, 2015, respectively).  Antidilutive securities for the three months ended September 30, 2015 included 4.4 million shares of equity-based awards which would have been considered dilutive if the Company had not been in a net loss position.

The following table presents the basis for the earnings per share computations:

	Three Months Ended					Nine Months Ended
	September 30,					September 30,
	2016		2015			2016		2015
Numerator:
Net income (loss) for basic and diluted earnings per share	$	93,831	$	(80,796	)	$	168,372	$	4,272
Denominator:
Weighted average common shares outstanding - basic		192,719		190,269			192,275		189,483
Dilutive effect of equity-based awards		3,879		—			3,866		4,447
Weighted average common shares outstanding - diluted		196,598		190,269			196,141		193,930
Earnings (loss) per share:
Basic	$	0.49	$	(0.42	)	$	0.88	$	0.02
Diluted	$	0.48	$	(0.42	)	$	0.86	$	0.02

Recent Accounting Pronouncements

In August 2016, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) No. 2016-15, Cash Flow Classification of Certain Cash Receipts and Cash Payments. The standard update amended or clarified guidance on classification of certain transactions in the statement of cash flows, including classification of debt prepayments, debt extinguishment

8

CommScope Holding Company, Inc.

Notes to Unaudited Condensed Consolidated Financial Statements

(In thousands, unless otherwise noted)

costs and contingent consideration payments after a business combination. ASU 2016-15 is effective for the Company as of January 1, 2018 and early adoption is permitted. The Company is evaluating the impact of this new guidance on the Company’s consolidated statement of cash flows and when it may be adopted.

In June 2016, the FASB issued ASU No. 2016-13, Measurement of Credit Losses on Financial Instruments. The new guidance replaces the current incurred loss method used for determining credit losses on financial assets, including trade receivables, with an expected credit loss method.  ASU No. 2016-13 is effective for the Company as of January 1, 2020 and early adoption is permitted. The Company is evaluating the impact of this new guidance on the Company’s consolidated financial statements and when it may be adopted.

In March 2016, the FASB issued ASU No. 2016-09, Improvements to Employee Share-Based Payment Accounting, which simplifies several aspects of the accounting for employee equity-based payment transactions, including the income tax consequences, classification of awards as either equity or liabilities and classification on the statement of cash flows. ASU No. 2016-09 is effective for the Company as of January 1, 2017 and early adoption is permitted. The Company plans to adopt this ASU as of January 1, 2017 and does not expect that its application will have a significant impact on income before income taxes; however, it may impact the Company’s net income because excess tax benefits or deficiencies, which are currently reflected in additional paid in capital, must be reflected in income tax expense under ASU No. 2016-09. The significance of the impact will depend on the intrinsic value at the time of vesting or exercise of equity-based compensation awards. The impact to the Consolidated Statements of Cash Flows will be to present excess tax benefits or deficiencies as an operating activity instead of a financing activity. The Company also expects to make an accounting policy election to account for forfeitures as they occur.

In February 2016, the FASB issued ASU No. 2016-02, Leases, which supersedes the current leasing guidance in Topic 840, Leases.   Under the new guidance, lessees are required to recognize assets and lease liabilities for the rights and obligations created by leased assets previously classified as operating leases.  ASU No. 2016-02 is effective for the Company as of January 1, 2019 and early adoption is permitted. The Company is evaluating the impact of this new guidance on the Company’s consolidated financial statements and when it may be adopted.

In January 2016, the FASB issued ASU No. 2016-01, Recognition and Measurement of Financial Assets and Financial Liabilities, which modifies how entities measure equity investments (except those accounted for under the equity method of accounting) and present changes in the fair value of financial liabilities; simplifies the impairment assessment of equity investments without readily determinable fair values by requiring a qualitative assessment to identify impairment; changes presentation and disclosure requirements; and clarifies that an entity should evaluate the need for a valuation allowance on a deferred tax asset related to available-for-sale securities in combination with the entity’s other deferred tax assets. The guidance is effective for the Company as of January 1, 2018 and with the exception of certain provisions, early adoption is not permitted. The Company is evaluating the impact of this new guidance on the Company’s consolidated financial statements.

In July 2015, the FASB issued ASU No. 2015-11, Simplifying the Measurement of Inventory. The guidance requires that inventory be measured at the lower of cost and net realizable value, which is the estimated selling price in the ordinary course of business, less reasonably predictable costs of completion, disposal and transportation. This guidance simplifies the prior guidance by eliminating the options of measuring inventory at replacement cost or net realizable value less an approximate normal profit margin. This guidance is effective for the Company as of January 1, 2017, with early adoption permitted. The Company plans to adopt the new guidance in the fourth quarter of 2016 and does not expect a material impact on the Company’s consolidated financial statements.

In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers. The new accounting standard defines a single comprehensive model in accounting for revenue arising from contracts with customers and supersedes most current revenue recognition guidance, including industry-specific guidance. The core principle of the ASU is to recognize revenues when promised goods or services are transferred to customers in an amount that reflects the consideration that is expected to be received for those goods or services. In August 2015, the FASB deferred the effective date of ASU No. 2014-09 by one year.  During 2016, the FASB has issued additional accounting standard updates clarifying the guidance in ASU No. 2014-09.  The Company will be required to adopt the new standard, including subsequent clarifying guidance, as of January 1, 2018 using either: (i) full retrospective application to each prior reporting period presented; or (ii) modified retrospective application with the cumulative effect of initially applying the standard recognized at the date of initial application and providing certain additional required disclosures. The Company plans to adopt the new accounting model as of January 1, 2018 using the modified retrospective method and is continuing to assess the impact on the Company’s consolidated financial statements.

9

CommScope Holding Company, Inc.

Notes to Unaudited Condensed Consolidated Financial Statements

(In thousands, unless otherwise noted)

2. ACQUISITIONS

Broadband Network Solutions

On August 28, 2015, the Company acquired TE Connectivity’s BNS business in an all-cash transaction. The Company has made net payments of $3,017.4 million ($2,953.7 million net of cash acquired). As of September 30, 2016, the Company had a net payable of $1.0 million due to TE Connectivity for remaining purchase price adjustments. Net sales of $523.7 million and $1,367.8 million for the three and nine months ended September 30, 2016, respectively, and $141.1 million for the three and nine months ended September 30, 2015 related to the acquired business are reflected in the Condensed Consolidated Statements of Operations and Comprehensive Income (Loss) and are primarily reported in the CCS segment.

The purchase price for BNS was assigned to assets acquired and liabilities assumed based on their estimated fair values as of the date of acquisition and the excess was allocated to goodwill. The following table summarizes the preliminary allocation of the purchase price at the date of acquisition and the subsequent measurement period adjustments to arrive at the final allocation of the purchase price at the acquisition date (in millions):

	Amounts Recognized as of Acquisition Date			Measurement Period Adjustments			Amounts Recognized as of Acquisition Date (as adjusted)
Cash and cash equivalents	$	63.7		$	—		$	63.7
Accounts receivable		252.9			(1.9	)		251.0
Inventories		266.4			(12.3	)		254.1
Other current assets		40.0			1.6			41.6
Property, plant and equipment		247.6			(1.6	)		246.0
Goodwill		1,242.8			182.9			1,425.7
Identifiable intangible assets		1,150.0			(63.5	)		1,086.5
Other noncurrent assets		22.3			3.0			25.3
Current liabilities		(224.2	)		(4.8	)		(229.0	)
Noncurrent pension liabilities		(30.5	)		18.9			(11.6	)
Other noncurrent liabilities		(27.1	)		(107.8	)		(134.9	)
Net acquisition cost	$	3,003.9		$	14.5		$	3,018.4

The Company has recorded measurement period adjustments since the acquisition date primarily related to the finalization of the valuation of inventory, intangible assets, plant and equipment, pension liabilities and deferred taxes. The impact of these measurement period adjustments to the Condensed Consolidated Statements of Operations and Comprehensive Income (Loss) were not material to any current year period. If these adjustments had been applied at the original acquisition date, the impact to current year and prior year periods also would have been immaterial.

The goodwill arising from the purchase price allocation of the BNS acquisition is believed to result from the company’s reputation in the marketplace and assembled workforce. A significant portion of the goodwill is expected to be deductible for income tax purposes.

Various valuation techniques were used to estimate the fair value of the assets acquired and the liabilities assumed which use significant unobservable inputs, or Level 3 inputs as defined by the fair value hierarchy.  Using these valuation approaches requires the Company to make significant estimates and assumptions.

There were certain foreign assets acquired and liabilities assumed in the BNS acquisition for which title did not transfer at the acquisition date although the consideration was paid as part of the overall purchase price discussed above.  As of September 30, 2016, these transfers have been completed.   

The BNS amounts included in the following pro forma information are based on their historical results prepared on a carve-out basis of accounting and, therefore, may not be indicative of the actual results when operated as part of CommScope. The pro forma adjustments represent management’s best estimates based on information available at the time the pro forma information was prepared and may differ from the adjustments that may actually have been required. Accordingly, the pro forma financial information should not be relied upon as being indicative of the results that would have been realized had the acquisition occurred as of the date indicated or that may be achieved in the future.

10

CommScope Holding Company, Inc.

Notes to Unaudited Condensed Consolidated Financial Statements

(In thousands, unless otherwise noted)

The following table presents unaudited pro forma condensed consolidated results of operations for CommScope for the three and nine months ended September 30, 2015 as though the BNS acquisition had been completed as of January 1, 2014 (in millions, except per share amounts):

	Three Months Ended			Nine Months Ended
	September 30, 2015			September 30, 2015
Net sales	$	1,247.3		$	3,835.8
Net income (loss)		(48.1	)		57.2
Net income (loss) per diluted share		(0.25	)		0.29

These pro forma results reflect adjustments for net interest expense for the debt related to the acquisition; depreciation expense for property, plant and equipment that has been adjusted to its estimated fair value; amortization for intangible assets with finite lives identified separate from goodwill; equity-based compensation for equity awards issued to BNS employees; and the related income tax impacts of these adjustments.

These pro forma results for the three and nine months ended September 2015, exclude $59.8 million and $80.1 million, respectively, of integration and transaction costs related to the BNS acquisition and $30.5 million of additional cost of goods sold related to the inventory mark up included in the purchase price allocation as these costs are nonrecurring to the Company.

Airvana

On October 1, 2015, the Company acquired the assets and assumed certain liabilities of Airvana LP (Airvana), a provider of small cell solutions for wireless networks. The Company paid $45.1 million ($44.5 million net of cash acquired), including $1.0 million that was paid during the three months ended September 30, 2016.  Airvana provides 4G LTE and 3G small cell solutions that enable communication and access to information and entertainment in challenging and high-value environments, such as office buildings and public venues.  Net sales of Airvana products reflected in the Condensed Consolidated Statements of Operations and Comprehensive Income (Loss) were $4.1 million and $10.4 million for the three and nine months ended September 30, 2016, respectively, and are reported in the CMS segment.

The allocation of the purchase price, based on estimates of the fair values of assets acquired and liabilities assumed, is as follows (in millions):

	Estimated Fair Value
Cash and cash equivalents	$	0.6
Accounts receivable		4.2
Other assets		3.8
Property, plant and equipment		2.5
Goodwill		20.4
Identifiable intangible assets		19.1
Less: Liabilities assumed		(5.5	)
Net acquisition cost	$	45.1

The goodwill arising from the purchase price allocation of the Airvana acquisition is believed to result from the company’s reputation in the marketplace and assembled workforce and is expected to be deductible for income tax purposes.

11

CommScope Holding Company, Inc.

Notes to Unaudited Condensed Consolidated Financial Statements

(In thousands, unless otherwise noted)

3. GOODWILL

As a result of the change in segments, goodwill was reallocated from the previous segments to the new segments. The following table presents goodwill after the reallocation to the new reportable segments (in millions):

	CCS			CMS			Total
Goodwill, gross, as of December 31, 2015	$	1,986.6		$	899.7		$	2,886.3
Adjustments to preliminary purchase price		107.7			4.4			112.1
Foreign exchange		16.4			(0.6	)		15.8
Goodwill, gross, as of September 30, 2016		2,110.7			903.5			3,014.2
Accumulated impairment charges as of December 31, 2015		(36.2	)		(159.5	)		(195.7	)
Impairment charges		(15.3	)		—			(15.3	)
Accumulated impairment charges as of September 30, 2016		(51.5	)		(159.5	)		(211.0	)
Goodwill, net, as of September 30, 2016	$	2,059.2		$	744.0		$	2,803.2

4. SUPPLEMENTAL FINANCIAL STATEMENT INFORMATION

Inventories

	September 30, 2016		December 31, 2015
Raw materials	$	126,094	$	114,329
Work in process		136,219		131,030
Finished goods		213,366		196,456
	$	475,679	$	441,815

Investments

The Company owns shares of Hydrogenics Corporation (Hydrogenics), a publicly traded company that supplies hydrogen generators and hydrogen-based power modules and fuel cells for various uses. These shares are accounted for as available-for-sale securities and are carried at fair value with changes in fair value recorded, net of tax, in other comprehensive income (loss). The Company also has a $15.0 million non-controlling interest (cost method investment) in Kaiam Corporation, a developer of photonic integrated circuit products. Investments are recorded in other noncurrent assets on the Condensed Consolidated Balance Sheets.

The following table presents information related to the Company’s investment in Hydrogenics:

	September 30, 2016		December 31, 2015
Shares owned		1,184		1,332
Cost basis	$	887	$	997
Fair value	$	7,771	$	11,683
Pretax unrealized gain in accumulated other comprehensive    income (loss)	$	6,884	$	10,685

The following table provides information related to the sale of shares in Hydrogenics:

	Three Months Ended				Nine Months Ended
	September 30,				September 30,
	2016		2015		2016		2015
Shares sold		—		—		148		202
Proceeds received	$	—	$	—	$	1,291	$	2,817
Pretax gain realized	$	—	$	—	$	1,181	$	2,666

Gains on the sale of Hydrogenics shares are recorded in other expense, net on the Condensed Consolidated Statements of Operations and Comprehensive Income (Loss).

12

CommScope Holding Company, Inc.

Notes to Unaudited Condensed Consolidated Financial Statements

(In thousands, unless otherwise noted)

Other Accrued Liabilities

	September 30, 2016		December 31, 2015
Compensation and employee benefit liabilities	$	156,403	$	108,852
Deferred revenue		38,858		23,811
Product warranty accrual		21,777		17,964
Accrued interest		54,300		12,468
Restructuring reserve		20,887		24,480
Income taxes payable		85,877		38,417
Value-added taxes payable		15,244		24,880
Accrued professional fees		10,010		14,303
Other		94,421		106,568
	$	497,777	$	371,743

Accumulated Other Comprehensive Loss

The following table presents changes in accumulated other comprehensive income (AOCI), net of tax, and accumulated other comprehensive loss (AOCL), net of tax:

	Three Months Ended September 30,						Nine Months Ended September 30,
	2016			2015			2016			2015
Foreign currency translation
Balance, beginning of period	$	(160,927	)	$	(98,333	)	$	(160,620	)	$	(80,483	)
Other comprehensive income (loss)		8,604			(22,835	)		7,991			(40,563	)
Amounts reclassified from AOCL		6			—			312			(122	)
Balance, end of period	$	(152,317	)	$	(121,168	)	$	(152,317	)	$	(121,168	)
Pension and other postretirement benefit activity
Balance, beginning of period	$	(20,702	)	$	(18,130	)	$	(17,567	)	$	(14,957	)
Other comprehensive income (loss)		345			—			(1,385	)		—
Amounts reclassified from AOCL		(721	)		(1,566	)		(2,126	)		(4,739	)
Balance, end of period	$	(21,078	)	$	(19,696	)	$	(21,078	)	$	(19,696	)
Available-for-sale securities
Balance, beginning of period	$	4,375		$	7,756		$	6,509		$	11,892
Other comprehensive loss		(257	)		(1,737	)		(1,652	)		(4,225	)
Amounts reclassified from AOCI		—			—			(739	)		(1,648	)
Balance, end of period	$	4,118		$	6,019		$	4,118		$	6,019
Net AOCL, end of period	$	(169,277	)	$	(134,845	)	$	(169,277	)	$	(134,845	)

Amounts reclassified from net AOCL related to foreign currency translation and available-for-sale securities are recorded in other expense, net in the Condensed Consolidated Statements of Operations and Comprehensive Income (Loss).  Pension and other postretirement benefit plan amounts reclassified from net AOCL are included in the computation of net periodic benefit income and are primarily recorded in cost of sales and selling, general and administrative expenses in the Condensed Consolidated Statements of Operations and Comprehensive Income (Loss).

13

CommScope Holding Company, Inc.

Notes to Unaudited Condensed Consolidated Financial Statements

(In thousands, unless otherwise noted)

Cash Flow Information

	Nine Months Ended September 30,
	2016		2015
Cash paid during the period for:
Income taxes, net of refunds	$	73,752	$	95,909
Interest	$	157,024	$	82,526

5. FINANCING

	September 30, 2016			December 31, 2015
6.00% senior notes due June 2025	$	1,500,000		$	1,500,000
5.50% senior notes due June 2024		650,000			650,000
5.00% senior notes due June 2021		650,000			650,000
Senior PIK toggle notes due June 2020		—			536,630
4.375% senior secured notes due June 2020		500,000			500,000
Senior secured term loan due December 2022		1,237,500			1,246,875
Senior secured term loan due January 2018		261,875			261,875
Senior secured revolving credit facility expires May 2020		—			—
Other		—			19
Total face value of debt	$	4,799,375		$	5,345,399
Less: Original issue discount, net of amortization		(3,484	)		(4,234	)
Less: Debt issuance costs, net of amortization		(81,905	)		(97,514	)
Less: Current portion		(12,500	)		(12,520	)
Total long-term debt	$	4,701,486		$	5,231,131

See Note 6 in the Notes to Consolidated Financial Statements in the 2015 Annual Report for additional information on the terms and conditions of the 6.00% senior notes (the 2025 Notes), the 5.50% senior notes (the 2024 Notes), the 5.00% senior notes (the 2021 Notes), the 6.625%/7.375% senior payment-in-kind toggle notes (the senior PIK toggle notes), the 4.375% senior secured notes (the 2020 Notes) and the senior secured term loans and credit facility.

Senior PIK Toggle Notes

In June 2016, the Company voluntarily redeemed $300.0 million of the senior PIK toggle notes. In August 2016, the Company voluntarily redeemed the remaining $236.6 million of the senior PIK toggle notes. The redemptions resulted in charges of $7.8 million and $17.7 million for the three and nine months ended September 30, 2016, respectively, which were reflected in other expense, net. In connection with the redemptions, $2.6 million and $6.1 million of debt issuance costs were written off and included in interest expense for the three and nine months ended September 30, 2016, respectively.  

Senior Secured Credit Facilities

During the three and nine months ended September 30, 2016, the Company repaid $3.1 million and $9.4 million, respectively, of its senior secured term loans. No portion of the senior secured term loans was reflected as a current portion of long-term debt as of September 30, 2016 related to the potentially required excess cash flow payment because the amount that may be payable in 2017, if any, cannot currently be reliably estimated. There was no excess cash flow payment required in 2016 related to 2015.

During the nine months ended September 30, 2016, the Company did not borrow under its revolving credit facility.  As of September 30, 2016, the Company had availability of approximately $430.9 million under the asset-based revolving credit facility, after giving effect to borrowing base limitations and outstanding letters of credit.

14

CommScope Holding Company, Inc.

Notes to Unaudited Condensed Consolidated Financial Statements

(In thousands, unless otherwise noted)

Other Matters

The Company’s non-guarantor subsidiaries held approximately $2,369 million, or 32%, of total assets and approximately $603 million, or 10%, of total liabilities as of September 30, 2016 and accounted for approximately $526 million, or 41%, and $1,586 million, or 42%, of net sales for the three and nine months ended September 30, 2016, respectively. As of December 31, 2015, the non-guarantor subsidiaries held approximately $2,848 million, or 38%, of total assets and approximately $468 million, or 8%, of total liabilities. For the three and nine months ended September 30, 2015, the non-guarantor subsidiaries accounted for approximately $420 million, or 43%, and $1,173 million, or 44%, of net sales, respectively. All amounts presented exclude intercompany balances.

CommScope, Inc., a direct wholly owned subsidiary of the Company, is a guarantor of the 2025 Notes and the issuer of each of the 2024 Notes, the 2021 Notes and the 2020 Notes. The balance sheet and income statement amounts for CommScope, Inc. are substantially identical to those of the Company other than interest expense, other expense and total debt. Interest expense for CommScope, Inc. does not reflect the interest expense incurred in connection with the senior PIK toggle notes.  For the three months ended September 30, 2016 and 2015, interest expense related to the senior PIK toggle notes was $5.2 million ($3.3 million net of tax) and $9.5 million ($6.1 million net of tax), respectively. For the nine month periods ended September 30, 2016 and 2015, interest expense related to the senior PIK toggle notes was $25.6 million ($16.2 million net of tax) and $28.5 million ($18.2 million net of tax), respectively. For the three and nine months ended September 30, 2016, other expense, net included redemption premium charges of $7.8 million ($5.0 million net of tax) and $17.7 million ($11.3 million net of tax), respectively. Total debt for CommScope, Inc. and its subsidiaries as of September 30, 2016 was $4,714.0 million.

The weighted average effective interest rate on outstanding borrowings, including the amortization of debt issuance costs and original issue discount, was 5.32% and 5.50% at September 30, 2016 and December 31, 2015, respectively.

6. DERIVATIVES AND HEDGING ACTIVITIES

The Company uses forward contracts to hedge a portion of its balance sheet foreign exchange re-measurement risk and to hedge certain planned foreign currency expenditures. As of September 30, 2016, the Company had foreign exchange contracts outstanding with maturities of up to seven months and aggregate notional values of $292 million (based on exchange rates as of September 30, 2016).  Unrealized gains and losses resulting from these contracts are recognized in other expense, net and partially offset corresponding foreign exchange gains and losses on the balances and expenditures being hedged. These instruments are not held for speculative or trading purposes and are not designated as hedges for hedge accounting and are marked to market each period through earnings.

The following table presents the balance sheet location and fair value of the Company’s derivatives:

		Fair Value of Asset (Liability)
	Balance Sheet Location	September 30, 2016			December31, 2015
Foreign currency contracts	Prepaid expenses and other current assets	$	673		$	1,051
Foreign currency contracts	Other accrued liabilities		(1,398	)		(5,945	)
Total derivatives not designated as    hedging instruments		$	(725	)	$	(4,894	)

The pretax impact of these foreign currency forward contracts, both matured and outstanding, on the Condensed Consolidated Statements of Operations and Comprehensive Income (Loss) is as follows:

Foreign Currency Forward Contracts	Location of Loss	Loss Recognized
Three Months Ended September 30, 2016	Other expense, net	$	(262	)
Three Months Ended September 30, 2015	Other expense, net	$	(5,871	)
Nine Months Ended September 30, 2016	Other expense, net	$	(7,051	)
Nine Months Ended September 30, 2015	Other expense, net	$	(7,035	)

15

CommScope Holding Company, Inc.

Notes to Unaudited Condensed Consolidated Financial Statements

(In thousands, unless otherwise noted)

7. FAIR VALUE MEASUREMENTS

The Company’s financial instruments consist primarily of cash and cash equivalents, trade receivables, trade payables, available-for-sale securities, debt instruments and foreign currency contracts. For cash and cash equivalents, trade receivables and trade payables, the carrying amounts of these financial instruments as of September 30, 2016 and December 31, 2015 were considered representative of their fair values due to their short terms to maturity. The fair value of the Company’s available-for-sale securities was based on quoted market prices. The fair values of the Company’s debt instruments and foreign currency contracts were based on indicative quotes.

Fair value measurements using quoted prices in active markets for identical assets and liabilities fall within Level 1 of the fair value hierarchy, measurements using significant other observable inputs fall within Level 2, and measurements using significant unobservable inputs fall within Level 3.

The carrying amounts, estimated fair values and valuation input levels of the Company’s available-for-sale securities, foreign currency contracts and debt instruments as of September 30, 2016 and December 31, 2015, are as follows:

	September 30, 2016				December 31, 2015
	Carrying Amount		Fair Value		Carrying Amount		Fair Value		Valuation Inputs
Assets:
Available-for-sale securities	$	7,771	$	7,771	$	11,683	$	11,683	Level 1
Foreign currency contracts		673		673		1,051		1,051	Level 2
Liabilities:
6.00% senior notes due 2025		1,500,000		1,599,450		1,500,000		1,430,700	Level 2
5.50% senior notes due 2024		650,000		680,875		650,000		617,500	Level 2
5.00% senior notes due 2021		650,000		672,750		650,000		619,125	Level 2
Senior PIK toggle notes due 2020		-		-		536,630		544,679	Level 2
4.375% senior secured notes due 2020		500,000		516,250		500,000		500,000	Level 2
Senior secured term loan due 2022, at par		1,237,500		1,252,969		1,246,875		1,243,727	Level 2
Senior secured term loan due 2018, at par		261,875		263,021		261,875		260,068	Level 2
Foreign currency contracts		1,398		1,398		5,945		5,945	Level 2

Non-Recurring Fair Value Measurements

During the three months ended September 30, 2016, the Company recorded a pretax intangible impairment charge of $7.4 million as described in Note 1.  The valuation supporting the impairment charge is based on Level 3 valuation inputs.

In the first quarter of 2016, the Company recorded a pretax goodwill impairment charge of $15.3 million due to the change in reportable segments as described in Note 1. The valuation supporting the goodwill impairment charge is based on Level 3 valuation inputs.

These fair value estimates are based on pertinent information available to management as of the date made.  Although management is not aware of any factors that would significantly affect these fair value estimates, such amounts have not been comprehensively revalued for purposes of these financial statements since those dates, and current estimates of fair value may differ significantly from the amounts presented.

8. SEGMENTS AND GEOGRAPHIC INFORMATION

As of January 1, 2016, the Company reorganized its internal management and reporting structure as part of the integration of the BNS acquisition. The reorganization changed the information regularly reviewed by the Company’s chief operating decision maker for purposes of allocating resources and assessing performance. As a result, the Company is reporting financial performance for the 2016 fiscal year based on its new operating segments: CommScope Connectivity Solutions (CCS) and CommScope Mobility Solutions (CMS).  Both CCS and CMS represent non-aggregated reportable operating segments. All prior period amounts below have been recast to reflect these operating segment changes.

16

CommScope Holding Company, Inc.

Notes to Unaudited Condensed Consolidated Financial Statements

(In thousands, unless otherwise noted)

The CCS segment provides connectivity and network intelligence for indoor and outdoor network applications.  Indoor network solutions are found in commercial buildings and in the network core, which includes data centers, central offices and cable television headends. These solutions include optical fiber and twisted pair structured cabling applications, intelligent infrastructure software, network rack and cabinet enclosures, patch cords and panels, network design services, central office connectivity and equipment and headend solutions for the network core. Outdoor network solutions are found in access networks and include coaxial cabling and fiber-optic connectivity solutions, which include a robust portfolio of fiber optic connectors and fiber management systems.

The CMS segment provides radio frequency (RF) wireless network connectivity solutions and DAS and small cell solutions to enable carriers’ 2G, 3G and 4G networks. These solutions enable wireless operators to deploy macro cell site, metro cell site, DAS and small cell solutions to meet coverage and capacity requirements. The CMS segment focuses on all aspects of the radio access network (RAN) from the macro through the metro, to the indoor layer. Macro cell solutions can be found at wireless tower sites and on rooftops and include base station antennas, microwave antennas, hybrid fiber-feeder and power cables, coaxial cables, connectors and filters. Metro cell solutions can be found on street poles and on other urban, outdoor structures and include RF delivery and connectivity solutions, equipment housing and concealment. These fully integrated outdoor systems consist of specialized antennas, filters/combiners, backhaul solutions, intra-system cabling and power distribution, all minimized to fit an urban environment. The DAS and small cell solutions allow wireless operators to increase spectral efficiency and thereby extend and enhance cellular coverage and capacity in challenging network conditions such as commercial buildings, urban areas, stadiums and transportation systems.

The following table provides summary financial information by reportable segment (in millions):

	September 30, 2016		December 31, 2015
Identifiable segment-related assets:
CCS	$	4,729.1	$	4,642.0
CMS		2,127.7		2,258.8
Total identifiable segment-related assets		6,856.8		6,900.8
Reconciliation to total assets:
Cash and cash equivalents		517.3		562.9
Deferred income tax assets		37.5		38.9
Total assets	$	7,411.6	$	7,502.6

17

CommScope Holding Company, Inc.

Notes to Unaudited Condensed Consolidated Financial Statements

(In thousands, unless otherwise noted)

The following table provides net sales, operating income (loss), depreciation and amortization by reportable segment (in millions):

	Three Months Ended					Nine Months Ended
	September 30,					September 30,
	2016		2015			2016		2015
Net sales:
CCS	$	819.2	$	489.0		$	2,284.2	$	1,170.2
CMS		474.7		483.6			1,460.5		1,495.1
Consolidated net sales	$	1,293.9	$	972.6		$	3,744.7	$	2,665.3
Operating income (loss):
CCS (1)	$	104.8	$	(33.9	)	$	247.8	$	34.0
CMS (2)		75.9		(8.6	)		207.5		126.0
Consolidated operating income (loss)	$	180.7	$	(42.5	)	$	455.3	$	160.0
Depreciation:
CCS	$	13.7	$	8.0		$	40.3	$	16.9
CMS		6.5		7.6			19.9		21.8
Consolidated depreciation	$	20.2	$	15.6		$	60.2	$	38.7
Amortization (3):
CCS	$	49.4	$	30.8		$	148.3	$	74.1
CMS		25.2		23.5			76.0		69.6
Consolidated amortization	$	74.6	$	54.3		$	224.3	$	143.7

(1) Operating income (loss) for the three months ended September 30, 2016 and 2015 included impairment charges of $7.4 million and $10.9 million, respectively. Impairment charges for the nine months ended September 30, 2016 and 2015 were $22.7 million and $10.9 million, respectively. Operating income (loss) for the three months ended September 30, 2016 and 2015 included integration and transaction costs of $14.6 million and $57.1 million, respectively. Integration and transaction costs for the nine months ended September 30, 2016 and 2015 were $42.1 million and $68.6 million, respectively. Operating income (loss) for the three months ended September 30, 2016 and 2015 included restructuring charges of $8.4 million and $4.1 million, respectively. Restructuring charges for the nine months ended September 30, 2016 and 2015 were $16.1 million and $5.2 million, respectively. Operating loss for the three months ended September 30, 2015 included purchase accounting charges related to the mark-up on inventory of $29.2 million. Purchase accounting charges for the nine months ended September 30, 2016 and 2015 were $0.6 million and $29.3 million, respectively.

(2) Operating income (loss) for the three and nine months ended September 30, 2015 included impairment charges of $74.4 million. Operating income (loss) for the three months ended September 30, 2016 and 2015 included integration and transaction costs of $0.2 million and $3.8 million, respectively. Integration and transaction costs for the nine months ended September 30, 2016 and 2015 were $2.9 million and $13.5 million, respectively. Operating income (loss) for the three months ended September 30, 2016 and 2015 included restructuring charges of $2.5 million and $2.8 million, respectively. Restructuring charges for the nine months ended September 30, 2016 and 2015 were $8.4 million and $5.4 million, respectively.

(3) Excludes amortization of debt issuance costs and original issue discount.

18

CommScope Holding Company, Inc.

Notes to Unaudited Condensed Consolidated Financial Statements

(In thousands, unless otherwise noted)

Sales to customers located outside of the U.S. comprised 45.0% and 46.3% of total net sales for the three and nine months ended September 30, 2016, respectively, compared to 48.9% and 50.2% for the three and nine months ended September 30, 2015, respectively. Sales by geographic region, based on the destination of product shipments, were as follows (in millions):

	Three Months Ended				Nine Months Ended
	September 30,				September 30,
	2016		2015		2016		2015
United States	$	712.2	$	497.3	$	2,011.2	$	1,326.9
Europe, Middle East and Africa		233.9		196.4		693.4		533.1
Asia Pacific		245.9		187.0		736.2		537.4
Central and Latin America		69.2		65.6		212.4		197.3
Canada		32.7		26.3		91.5		70.6
Consolidated net sales	$	1,293.9	$	972.6	$	3,744.7	$	2,665.3

9. RESTRUCTURING COSTS

Prior to the acquisition of the BNS business, the Company initiated restructuring actions to realign and lower its cost structure primarily through workforce reductions and other cost reduction initiatives, including the cessation of manufacturing operations at various facilities. Production capacity from these facilities has been shifted to other existing facilities or unaffiliated suppliers. These actions are referred to as cost alignment restructuring actions.  Following the acquisition of BNS in 2015, the Company initiated a series of restructuring actions to integrate the BNS operations (BNS integration restructuring actions) to achieve cost synergies. All charges related to these restructuring actions are reported in restructuring costs, net.

The Company’s net pretax restructuring charges, by segment, were as follows:

	Three Months Ended				Nine Months Ended
	September 30,				September 30,
	2016		2015		2016		2015
CCS	$	8,362	$	4,108	$	16,062	$	5,185
CMS		2,464		2,760		8,441		5,448
Total	$	10,826	$	6,868	$	24,503	$	10,633

Employee-related costs include the expected severance costs and related benefits as well as one-time severance benefits that are accrued over the remaining period employees are required to work in order to receive such benefits.

Lease termination costs relate to the discounted cost of unused leased facilities, net of anticipated sub-rental income.

Fixed asset related costs include non-cash impairments or fixed asset disposals associated with restructuring actions in addition to the cash costs to uninstall, pack, ship and reinstall manufacturing equipment and the costs to prepare the receiving facility to accommodate relocated equipment. These costs are expensed as incurred.

19

CommScope Holding Company, Inc.

Notes to Unaudited Condensed Consolidated Financial Statements

(In thousands, unless otherwise noted)

The activity within the liability established for the cost alignment restructuring actions was as follows:

	Employee- Related Costs			Lease Termination Costs			Fixed Asset Related Costs			Total
Balance as of June 30, 2016	$	452		$	6,496		$	—		$	6,948
Additional charge recorded		126			48			—			174
Cash paid		(129	)		(433	)		—			(562	)
Foreign exchange and other non-cash items		2			—			—			2
Balance as of September 30, 2016	$	451		$	6,111		$	—		$	6,562
Balance as of December 31, 2015	$	1,005		$	7,370		$	—		$	8,375
Additional charge recorded		100			223			(203	)		120
Cash paid		(681	)		(1,482	)		—			(2,163	)
Consideration received		—			—			3,656			3,656
Foreign exchange and other non-cash items		27			—			(3,453	)		(3,426	)
Balance as of September 30, 2016	$	451		$	6,111		$	—		$	6,562

The Company has recognized restructuring charges of $89.0 million since January 2011 for cost alignment restructuring actions. Additional pretax costs of $0.5 million to $1.0 million are expected to be incurred to complete these previously announced initiatives. Cash payments of $0.5 million to $1.0 million are expected during the remainder of 2016 with additional payments of $6.5 million to $7.0 million between 2017 and 2022.

The activity within the liability established for the BNS integration restructuring actions was as follows:

	Employee- Related Costs			Lease Termination Costs		Fixed Asset Related Costs			Total
Balance as of June 30, 2016	$	21,257		$	—	$	—		$	21,257
Additional charge recorded		10,900			249		(497	)		10,652
Cash paid		(8,517	)		—		(856	)		(9,373	)
Foreign exchange and other non-cash items		(21	)		—		1,353			1,332
Balance as of September 30, 2016	$	23,619		$	249	$	—		$	23,868
Balance as of December 31, 2015	$	28,714		$	—	$	—		$	28,714
Additional charge recorded		19,923			249		4,211			24,383
Cash paid		(24,852	)		—		(2,600	)		(27,452	)
Foreign exchange and other non-cash items		(166	)		—		(1,611	)		(1,777	)
Balance as of September 30, 2016	$	23,619		$	249	$	—		$	23,868

The BNS integration actions include the announced closure or reduction in activities at various U.S. and international facilities as well as headcount reductions in sales, marketing and administrative functions. The Company has recognized restructuring charges of $48.2 million since the acquisition date for BNS integration actions. Additional pretax costs of $0.1 million to $0.5 million are expected to be incurred to complete the previously announced BNS integration initiatives. Cash payments of $9.0 million to $10.0 million are expected during the remainder of 2016 with additional payments of $14.0 million to $15.0 million between 2017 and 2019. Additional restructuring charges related to BNS restructuring actions are expected and the resulting amounts may be material.

Restructuring reserves related to all actions were included in the Company’s Condensed Consolidated Balance Sheets as follows:

	September 30, 2016		December 31, 2015
Other accrued liabilities	$	20,887	$	24,480
Other noncurrent liabilities		9,543		12,609
Total liability	$	30,430	$	37,089

20

CommScope Holding Company, Inc.

Notes to Unaudited Condensed Consolidated Financial Statements

(In thousands, unless otherwise noted)

As a result of restructuring and consolidation actions, the Company owns unutilized real estate at various facilities in the U.S. and internationally. The Company is attempting to sell or lease this unutilized space. Additional impairment charges may be incurred related to these or other excess assets.

10. EMPLOYEE BENEFIT PLANS

	Pension Benefits												Other Postretirement Benefits
	Three Months Ended												Three Months Ended
	September 30,												September 30,
	U.S. Plans						Non-U.S. Plans						U.S. Plans
	2016			2015			2016			2015			2016			2015
Service cost	$	—		$	—		$	821		$	429		$	1		$	7
Interest cost		1,620			1,647			1,189			1,480			135			161
Recognized actuarial loss (gain)		236			191			26			13			(346	)		(283	)
Amortization of prior service credit		—			—			—			—			(1,055	)		(2,457	)
Expected return on plan assets		(1,750	)		(1,882	)		(2,146	)		(1,932	)		—			—
Net periodic benefit cost (income)	$	106		$	(44	)	$	(110	)	$	(10	)	$	(1,265	)	$	(2,572	)

	Nine Months Ended												Nine Months Ended
	September 30,												September 30,
	U.S. Plans						Non-U.S. Plans						U.S. Plans
	2016			2015			2016			2015			2016			2015
Service cost	$	—		$	—		$	4,013		$	645		$	3		$	21
Interest cost		4,860			4,879			4,685			4,131			405			483
Recognized actuarial loss (gain)		708			506			82			39			(1,038	)		(849	)
Amortization of prior service credit		—			—			—			—			(3,165	)		(7,372	)
Expected return on plan assets		(5,250	)		(5,643	)		(6,726	)		(5,135	)		—			—
Net periodic benefit cost (income)	$	318		$	(258	)	$	2,054		$	(320	)	$	(3,795	)	$	(7,717	)

The Company contributed $3.4 million and $7.9 million to the defined benefit pension plans and postretirement benefit plans during the three and nine months ended September 30, 2016, respectively. During the remainder of 2016, the Company anticipates making additional contributions of approximately $0.8 million to the defined benefit plans. 

11. STOCKHOLDERS’ EQUITY

Equity-Based Compensation Plans

As of September 30, 2016, $63.3 million of unrecognized compensation costs related to unvested stock options, restricted stock unit awards (RSUs) and performance share units (PSUs) are expected to be recognized over a remaining weighted average period of 1.5 years. There were no significant capitalized equity-based compensation costs at September 30, 2016.

In March 2016, the Company modified certain equity-based compensation awards to extend the exercise period in the case of retirement, death or disability. This modification resulted in a change in the fair value of certain stock option awards. The incremental compensation cost that resulted from the modification was $1.6 million which was fully recognized at the time of the modification.

21

CommScope Holding Company, Inc.

Notes to Unaudited Condensed Consolidated Financial Statements

(In thousands, unless otherwise noted)

The following table shows a summary of the equity-based compensation expense included in the Condensed Consolidated Statements of Operations and Comprehensive Income (Loss):

	Three Months Ended				Nine Months Ended
	September 30,				September 30,
	2016		2015		2016		2015
Selling, general and administrative	$	6,409	$	4,324	$	20,306	$	16,038
Cost of sales		1,104		761		3,551		2,821
Research and development		862		592		2,764		2,196
Total equity-based compensation expense	$	8,375	$	5,677	$	26,621	$	21,055

Stock Options

Stock options are awards that allow the recipient to purchase shares of the Company’s common stock at a fixed price. Stock options are granted at an exercise price equal to the Company’s stock price at the date of grant. These awards generally vest over one to five years following the grant date and have a contractual term of ten years.

The following table summarizes the stock option activity (in thousands, except per share amounts):

	Shares			Weighted Average Option Exercise Price Per Share		Weighted Average Remaining Contractual Term in Years		Aggregate Intrinsic Value
Options outstanding as of  June 30, 2016		6,625		$	10.10
Granted		11		$	29.59
Exercised		(234	)	$	7.03
Forfeited		(34	)	$	21.07
Options outstanding as of September 30, 2016		6,368		$	10.19		5.0	$	127,299
Options outstanding as of December 31, 2015		7,458		$	8.81
Granted		385		$	25.08
Exercised		(1,246	)	$	6.93
Forfeited		(229	)	$	8.02
Options outstanding as of September 30, 2016		6,368		$	10.19		5.0	$	127,299
Options exercisable at September 30, 2016		5,497		$	7.49		4.4	$	124,378
Options expected to vest at September 30, 2016		868		$	27.28		8.6	$	2,910

The exercise prices of outstanding options at September 30, 2016 were in the following ranges:

	Options Outstanding						Options Exercisable
Range of Exercise Prices	Shares (in thousands)		Weighted Average Remaining Contractual Life (in years)		Weighted Average Exercise Price Per Share		Shares (in thousands)		Weighted Average Exercise Price Per Share
$2.96 to $5.35		380		2.5	$	2.96		380	$	2.96
$5.36 to $5.67		342		5.3	$	5.57		327	$	5.57
$5.68 to $8.54		3,312		4.3	$	5.74		3,312	$	5.74
$8.55 to $8.90		1,032		3.8	$	8.61		1,032	$	8.61
$8.91 to $23.00		462		7.3	$	22.55		426	$	22.91
$23.01 to $33.12		840		8.7	$	28.07		20	$	28.90
$2.96 to $33.12		6,368		5.0	$	10.19		5,497	$	7.49

The Company uses the Black-Scholes model to estimate the fair value of stock option awards at the date of grant.  Key inputs and assumptions used in the model include the grant date fair value of common stock, exercise price of the award, the expected option

22

CommScope Holding Company, Inc.

Notes to Unaudited Condensed Consolidated Financial Statements

(In thousands, unless otherwise noted)

term, stock price volatility, the risk-free interest rate and the Company’s projected dividend yield.  The Company believes that the valuation technique and the approach utilized to develop the underlying assumptions are appropriate in estimating the fair values of its stock options.  Estimates of fair value are not intended to predict actual future events or the value ultimately realized by employees who receive equity awards.  Subsequent events are not indicative of the reasonableness of the original estimates of fair value made by the Company.

The following table presents the weighted average assumptions used to estimate the fair value of stock option awards granted.

	Three Months Ended						Nine Months Ended
	September 30,						September 30,
	2016			2015			2016			2015
Expected option term (in years)		6.0			5.0			6.0			5.6
Risk-free interest rate		1.2	%		1.5	%		1.4	%		1.6	%
Expected volatility		50.0	%		43.0	%		50.0	%		43.0	%
Weighted average exercise price	$	29.59		$	27.69		$	25.08		$	29.38
Weighted average fair value at grant date	$	14.17		$	14.34		$	12.09		$	13.74

Performance Share Units

PSUs are stock awards in which the number of shares ultimately received by the employee depends on Company performance against specified targets. Such awards vest over three years and the number of shares issued can vary from 0% to 150% of the number of PSUs granted depending on performance. The fair value of each PSU is determined on the date of grant based on the Company’s stock price. Over the performance period, the number of shares that are expected to be issued is adjusted upward or downward based upon the probable achievement of performance targets. The ultimate number of shares issued and the related compensation cost recognized will be based on the final performance metrics compared to the targets specified in the grants.

The following table summarizes the PSU activity (in thousands, except per share data):

	Performance Share Units			Weighted Average Grant Date Fair Value Per Share
Non-vested share units at June 30, 2016		444		$	27.24
Granted		5		$	29.59
Forfeited		(9	)	$	30.76
Non-vested share units at September 30, 2016		440		$	27.20
Non-vested share units at December 31, 2015		175		$	30.76
Granted		274		$	25.05
Forfeited		(9	)	$	30.76
Non-vested share units at September 30, 2016		440		$	27.20

Restricted Stock Units

RSUs entitle the holder to shares of common stock after a vesting period that generally ranges from one to three years. The fair value of the awards is determined on the grant date based on the Company’s stock price.

23

CommScope Holding Company, Inc.

Notes to Unaudited Condensed Consolidated Financial Statements

(In thousands, unless otherwise noted)

The following table summarizes the RSU activity (in thousands, except per share data):

	Restricted Stock Units			Weighted Average Grant Date Fair Value Per Share
Non-vested share units at June 30, 2016		2,760		$	26.69
Granted		5		$	29.59
Vested and shares issued		(22	)	$	31.80
Forfeited		(66	)	$	26.49
Non-vested share units at September 30, 2016		2,677		$	26.66
Non-vested share units at December 31, 2015		1,567		$	29.37
Granted		1,628		$	25.05
Vested and shares issued		(370	)	$	30.89
Forfeited		(148	)	$	27.07
Non-vested share units at September 30, 2016		2,677		$	26.66

12. SUBSEQUENT EVENTS

In October 2016, the Company amended its senior secured term loan due December 2022 to reduce the margin on the interest rate from 3.0% to 2.5%. The 0.75% LIBOR floor remained unchanged. In connection with this amendment, the Company recorded $3.1 million of additional original issue discount (OID) and expects to pay fees of approximately $1.5 million.

24

ITEM 2.  MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The following narrative is an analysis of the three and nine months ended September 30, 2016 compared to the three and nine months ended September 30, 2015. The discussion is provided to increase the understanding of, and should be read in conjunction with, the unaudited condensed consolidated financial statements and accompanying notes included in this document as well as the audited consolidated financial statements, related notes thereto and management’s discussion and analysis of financial condition and results of operations, including management’s discussion and analysis regarding the application of critical accounting policies as well as the risk factors, included in our 2015 Annual Report on Form 10-K.

We discuss certain financial measures in Management’s Discussion and Analysis of Financial Condition and Results of Operations, including Adjusted Operating Income and Adjusted EBITDA, that differ from measures calculated in accordance with generally accepted accounting principles in the United States (GAAP). See "Reconciliation of Non-GAAP Measures" included elsewhere in this quarterly report for more information about these non-GAAP financial measures, including our reasons for including the measures and material limitations with respect to the usefulness of the measures.

Overview

We are a global provider of essential infrastructure solutions for communication networks. Our solutions and services for wired and wireless networks enable high-bandwidth data, video and voice applications. Our global leadership position is built upon innovative technology, broad solution offerings, high-quality and cost-effective customer solutions and global manufacturing and distribution scale.

On August 28, 2015, we completed the acquisition of TE Connectivity’s Broadband Network Solutions (BNS) business in an all-cash transaction valued at approximately $3.0 billion. The BNS business provides fiber optic and copper connectivity for wireline and wireless networks and also provides small-cell distributed antenna system (DAS) solutions for the wireless market. For the twelve month period from September 26, 2015 through September 30, 2016, the BNS business generated revenues of approximately $1.8 billion. Our consolidated results for the three and nine months ended September 30, 2016 include results of the BNS business for the fiscal periods June 25, 2016 through September 30, 2016 and December 26, 2015 through September 30, 2016, respectively.  The BNS business results for the three months ended September 30, 2016 include fourteen weeks compared to thirteen weeks included in the first and second quarters of 2016.  Our consolidated results for the three and nine months ended September 30, 2015 include four weeks of the results of the BNS business, from the date of acquisition, August 28, 2015, through September 25, 2015, their fiscal period-end. During the three and nine months ended September 30, 2016, we recognized $14.7 million and $45.1 million, respectively, of integration and transaction costs and $10.8 million and $24.5 million, respectively, of restructuring costs, primarily related to the BNS acquisition integration activities. We expect to incur significant cash costs over the next two years to complete the integration of the BNS acquisition.

As of January 1, 2016, we reorganized our internal management and reporting structure as part of the integration of the BNS acquisition.  The reorganization changed the information regularly reviewed by our chief operating decision maker for purposes of allocating resources and assessing performance.  As a result, we are reporting financial performance for 2016 based on our new operating segments: CommScope Connectivity Solutions (CCS) and CommScope Mobility Solutions (CMS).  Prior to this change, we operated and reported based on the following operating segments: Wireless, Enterprise, Broadband and BNS.  All prior period amounts throughout our management’s discussion and analysis of financial condition and results of operations have been recast to reflect these operating segment changes.

CRITICAL ACCOUNTING POLICIES

There have been no changes in our critical accounting policies or significant accounting estimates as disclosed in our 2015 Annual Report on Form 10-K, except as disclosed below.

Assets Impairment Reviews

2016 Interim Goodwill Analysis

We test goodwill for impairment annually or at other times if events have occurred or circumstances exist that indicate the carrying value of a reporting unit may no longer be recoverable. During the first quarter of 2016, we reorganized our internal management and reporting structure and as a result realigned our goodwill reporting units. We tested goodwill for possible impairment prior to the realignment and no impairment was indicated. We then reallocated goodwill to the new reporting units based on relative fair value as required by GAAP. After the reallocation, a step one goodwill impairment test was performed for each of the new reporting units.  One reporting unit in the CCS segment did not pass step one and a step two test was performed. Based on the results of the step two

25

test, a $15.3 million goodwill impairment charge was recorded as of January 1, 2016. The impairment test was performed using a discounted cash flow (DCF) valuation model. Significant assumptions in the DCF model are annual revenue growth rates, annual operating income margins and the discount rate used to determine the present value of the cash flow projections. The discount rate was based on the estimated weighted average cost of capital as of the test date for market participants in our reporting units’ industries.

COMPARISON OF RESULTS OF OPERATIONS FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2016 WITH THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2015

	Three Months Ended
	September 30,
	2016					2015
	Amount		% of Net Sales			Amount			% of Net Sales			Dollar Change		% Change
	(dollars in millions, except per share amounts)
Net sales	$	1,293.9		100.0	%	$	972.6			100.0	%	$	321.3		33.0	%
Gross profit		542.9		42.0			338.9			34.8			204.0		60.2
Operating income (loss)		180.7		14.0			(42.5	)		(4.4	)		223.2	NM
Non-GAAP adjusted operating income (1)		296.7		22.9			201.0			20.7			95.7		47.6
Net income (loss)		93.8		7.2	%		(80.8	)		(8.3	)%		174.6	NM
Diluted earnings (loss) per share	$	0.48				$	(0.42	)				$	0.90	NM

	Nine Months Ended
	September 30,
	2016					2015
	Amount		% of Net Sales			Amount		% of Net Sales			Dollar Change		% Change
	(dollars in millions, except per share amounts)
Net sales	$	3,744.7		100.0	%	$	2,665.3		100.0	%	$	1,079.4		40.5	%
Gross profit		1,543.7		41.2			946.8		35.5			596.9		63.0
Operating income		455.3		12.2			160.0		6.0			295.3		184.6
Non-GAAP adjusted operating income (1)		799.1		21.3			533.4		20.0			265.7		49.8
Net income		168.4		4.5	%		4.3		0.2	%		164.1		3,816.3
Diluted earnings per share	$	0.86				$	0.02				$	0.84		4,200.0	%

(1) See “Reconciliation of Non-GAAP Measures.”

NM – Not meaningful

Net sales

	Three Months Ended									Nine Months Ended
	September 30,				Change					September 30,				Change
	2016		2015		$		%			2016		2015		$		%
	(dollars in millions)
Net sales	$	1,293.9	$	972.6	$	321.3		33.0	%	$	3,744.7	$	2,665.3	$	1,079.4		40.5	%
Domestic net sales		712.2		497.3		214.9		43.2			2,011.2		1,326.9		684.3		51.6
International net sales		581.7		475.3		106.4		22.4			1,733.5		1,338.4		395.1		29.5

Net sales for the three and nine months ended September 30, 2016 included $382.5 million and $1.2 billion, respectively, in incremental net sales attributable to the BNS acquisition. Excluding these incremental net sales, legacy CommScope net sales were down $61.2 million, or 7.4%, and $147.3 million, or 5.8%, for the three and nine months ended September 30, 2016, respectively, reflecting decreases across all major geographical regions except the United States (U.S.). Net sales to customers located outside of the U.S. comprised 45.0% and 46.3% of total net sales for the three and nine months ended September 30, 2016, respectively, compared to 48.9% and 50.2% for the three and nine months ended September 30, 2015, respectively. Foreign exchange rate changes had a negative impact of approximately 1% on legacy CommScope net sales for both the three and nine months ended September 30, 2016 compared to the same 2015 periods.

From a segment perspective, net sales from the CCS segment increased 67.5% year over year for the three months ended September 30, 2016 and nearly doubled year over year for the nine months ended September 30, 2016 as a result of the BNS acquisition.  Excluding the incremental net sales related to the BNS acquisition, net sales from the CCS segment decreased by 12.6% and 7.6% for

26

the three and nine months ended September 30, 2016, respectively, due to lower sales in international markets. Net sales from the CMS segment decreased 1.8% and 2.3% for the three and nine months ended September 30, 2016 compared to the prior year periods despite the addition of incremental net sales as a result of the BNS acquisition. For further details by segment, see the section titled “Segment Results” below.

Gross profit, SG&A expense and R&D expense

	Three Months Ended											Nine Months Ended
	September 30,						Change					September 30,						Change
	2016			2015			$		%			2016			2015			$		%
	(dollars in millions)
Gross profit	$	542.9		$	338.9		$	204.0		60.2	%	$	1,543.7		$	946.8		$	596.9		63.0	%
Gross margin percentage		42.0	%		34.8	%							41.2	%		35.5	%
SG&A expense		220.8			203.8			17.0		8.3			664.4			460.3			204.1		44.3
As a percent of sales		17.1	%		21.0	%							17.7	%		17.3	%
R&D expense		48.4			31.1			17.3		55.6			152.6			86.8			65.8		75.8
As a percent of sales		3.7	%		3.2	%							4.1	%		3.3	%

Gross profit (net sales less cost of sales)

Gross profit for the three and nine months ended September 30, 2016 included $214.2 million and $586.0 million, respectively, of incremental gross profit related to the BNS acquisition.  Gross profit for the three and nine months ended September 30, 2015 was negatively affected by BNS purchase accounting adjustments of $30.5 million, primarily related to the mark-up of inventory to its estimated fair value less the estimated costs associated with its sale.  Excluding gross profit attributable to the BNS acquisition, gross profit decreased $10.3 million for the three months ended September 30, 2016 and increased $10.9 million for the nine months ended September 30, 2016. The increase in gross margin percentage for the three and nine months ended September 30, 2016 in part reflects the higher margin products related to the BNS acquisition. Excluding the BNS acquisition, gross margin percentage also increased for the three and nine months ended September 30, 2016 primarily due to favorable changes in geographic and product mix and benefits from cost reduction initiatives.

Selling, general and administrative expense

Selling, general and administrative (SG&A) expense for the three and nine months ended September 30, 2016 was higher than the prior year periods due to incremental SG&A costs from the acquired BNS business offset by lower integration and transaction costs.  Excluding the impacts of integration and transaction costs, SG&A as a percentage of sales was 15.9% and 14.7% for the three months ended September 30, 2016 and 2015, respectively, and 16.5% and 14.2% for the nine months ended September 30, 2016 and 2015, respectively.  

Research and development

Research and development (R&D) expense increased for the three and nine months ended September 30, 2016 compared to the prior year periods primarily as a result of the incremental R&D costs from the BNS and Airvana acquisitions, both of which were acquired in the second half of 2015 and have historically made significant investments in R&D activities. Excluding the impact of the BNS and Airvana acquisitions, R&D expense and R&D expense as a percentage of net sales were similar for the three and nine months ended September 30, 2016 compared to the prior year periods. R&D activities generally relate to ensuring that our products are capable of meeting the evolving technological needs of our customers, bringing new products to market and modifying existing products to better serve our customers.

Amortization of purchased intangible assets, Restructuring costs and Asset impairments

	Three Months Ended										Nine Months Ended
	September 30,				Change						September 30,				Change
	2016		2015		$			%			2016		2015		$			%
	(dollars in millions)
Amortization of purchased intangible    assets	$	74.6	$	54.3	$	20.3			37.4	%	$	224.3	$	143.7	$	80.6			56.1	%
Restructuring costs, net		10.8		6.9		3.9			56.5			24.5		10.6		13.9			131.1
Asset impairments		7.4		85.3		(77.9	)		(91.3	)		22.7		85.3		(62.6	)		(73.4	)

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Amortization of purchased intangible assets

The amortization of purchased intangible assets was higher in the three and nine months ended September 30, 2016 compared to the prior year periods primarily due to the additional amortization resulting from the BNS acquisition.

Restructuring costs

The restructuring costs for the three months ended September 30, 2016 and 2015 were primarily related to the integration of the BNS acquisition.  The restructuring costs for the nine months ended September 30, 2016 were also primarily related to the integration of the BNS acquisition while the restructuring costs for the nine months ended September 30, 2015 were primarily related to our efforts to realign and lower our overall cost structure.  We expect to incur additional pretax costs of $0.6 million to $1.5 million to complete actions announced to date. We paid $29.6 million of restructuring costs during the nine months ended September 30, 2016 and we expect to pay an additional $9.5 million to $11.0 million by the end of 2016 relating to restructuring actions that have been initiated.  In addition, we expect to pay $20.5 million to $22.0 million between 2017 and 2022 related to restructuring actions that have been initiated.  As a result of the continuing BNS integration, additional restructuring actions are expected to be identified and the resulting charges and cash requirements may be material.

Asset Impairments

During the three months ended September 30, 2016, we recorded a $7.4 million impairment charge within the CCS segment due to the revised business plan for a product line that indicated its intangible assets would not be recoverable.  In addition to this impairment charge, the nine months ended September 30, 2016 included a $15.3 million goodwill impairment charge recorded as of January 1, 2016 in the CCS segment as a result of the change in reportable segments.

During the three months ended September 30, 2015, we recorded a goodwill impairment charge of $74.4 million in the CMS segment as a result of lower projected future operating results for a certain reporting unit.  Also during the three months ended September 30, 2015, we determined a note receivable related to a previous divestiture was likely impaired and recorded an impairment charge for $10.9 million in the CCS segment.

Net interest expense, Other expense, net and Income taxes

	Three Months Ended										Nine Months Ended
	September 30,						Change				September 30,						Change
	2016			2015			$			%	2016			2015			$			%
	(dollars in millions)
Net interest expense	$	(67.3	)	$	(72.1	)	$	4.8		NM	$	(210.3	)	$	(155.4	)	$	(54.9	)		35.3	%
Other expense, net		(7.5	)		(8.3	)		0.8		NM		(21.9	)		(5.6	)		(16.3	)		291.1
Income tax (expense) benefit		(12.0	)		42.1			(54.1	)	NM		(54.8	)		5.2			(60.0	)	NM
NM - Not meaningful

Net interest expense

The decrease in net interest expense for the three months ended September 30, 2016 as compared to the prior year period was primarily due to the voluntary redemptions in June 2016 and August 2016, of $300.0 million and $236.6 million, respectively, of our 6.625%/7.375% senior payment-in-kind toggle notes (senior PIK toggle notes). This reduction in interest expense in the third quarter was partially offset by the write-off of $2.6 million in debt issuance costs related to the August 2016 redemption. The increase in net interest expense for the nine months ended September 30, 2016 as compared to the prior year period was driven by increases in and changes to the composition of our long-term debt. In June 2015, we issued $1.5 billion of 6.0% senior notes due 2025 (the 2025 Notes) and $500.0 million of 4.375% senior secured notes due 2020 (the 2020 Notes) and we entered into a $1.25 billion term loan due 2022 (the 2022 Term Loan). The proceeds from the 2025 Notes and the 2022 Term Loan were used in funding the BNS acquisition. The proceeds from the 2020 Notes were used to repay a portion of our existing term loans.  We incurred $67.0 million of incremental interest expense for the nine months ended September 30, 2016 as a result of the acquisition-related debt. In connection with the redemptions of the senior PIK toggle notes, we wrote off $6.1 million of debt issuance costs during the nine months ended

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September 30, 2016. These increases in interest expense were partially offset by a reduction in interest expense due to the redemptions of our senior PIK toggle notes. In addition to the interest savings we expect from redeeming our senior PIK toggle notes, we expect to lower our annualized interest expense by $5.0 million to $6.0 million as a result of amending our senior secured term loan due 2022 in October 2016 to lower the interest rate. In connection with the repayment of loans in 2015 with the proceeds of the 2020 Notes, we wrote off $6.7 million of original issue discount and debt issuance costs to interest expense in the nine months ended September 30, 2015.

Our weighted average effective interest rate on outstanding borrowings, including the amortization of debt issuance costs and original issue discount was 5.32% as of September 30, 2016, 5.50% as of December 31, 2015 and 5.46% as of September 30, 2015.

Other expense, net

In connection with the redemptions of the senior PIK toggle notes, we incurred redemption premiums of $7.8 million and $17.7 million for the three and nine months ended September 30, 2016, respectively, which were included in other expense, net.

Foreign exchange losses of $0.1 million and $3.5 million were included in other expense, net for the three and nine months ended September 30, 2016, respectively, compared to losses of $7.7 million and $7.8 million for the three and nine months ended September 30, 2015, respectively.

During the nine months ended September 30, 2016 we sold a portion of our investment in Hydrogenics that resulted in pretax gains of  $1.2 million which were recorded in other expense, net. During the nine months ended September 30, 2015, sales of Hydrogenics shares resulted in pretax gains of $2.7 million.

Income taxes

Our effective income tax rate of 11.4% and 24.6% for the three and nine months ended September 30, 2016, respectively, was lower than the statutory rate of 35% primarily due to a reduction in tax expense related to uncertain tax positions and the release of valuation allowances related to certain foreign deferred tax assets. The effective income tax rate was also favorably affected by the impact of earnings in foreign jurisdictions that we do not plan to repatriate.  These earnings are generally taxed at rates lower than the U.S. statutory rate. Offsetting these decreases for the nine months ended September 30, 2016 was the effect of the provision for state income taxes as well as the goodwill impairment for which only partial tax benefits were recorded.

Our effective income tax rate for the three and nine months ended September 30, 2015 reflected the impact of impairment charges for which minimal tax benefits were recorded. The effective income tax rate was favorably affected by the impact of earnings in foreign jurisdictions that are generally taxed at rates lower than the U.S. statutory rate, benefits recognized from adjustments related to prior years’ tax returns and a reduction in tax expense related to uncertain tax positions. These benefits were partially offset by losses in certain jurisdictions where we did not recognize tax benefits due to the likelihood of them not being realizable.

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Segment Results

	Three Months Ended
	September 30,
	2016					2015
	Amount		% of Net Sales			Amount			% of Net Sales				Dollar Change			% Change
	(dollars in millions)
Net sales by segment:
CCS	$	819.2		63.3	%	$	489.0			50.3		%	$	330.2			67.5		%
CMS		474.7		36.7			483.6			49.7				(8.9	)		(1.8	)
Consolidated net sales	$	1,293.9		100.0	%	$	972.6			100.0		%	$	321.3			33.0		%
Operating income (loss) by segment:
CCS	$	104.8		12.8	%	$	(33.9	)		(6.9	)	%	$	138.7		NM
CMS		75.9		16.0			(8.6	)		(1.8	)			84.5		NM
Consolidated operating income (loss)	$	180.7		14.0	%	$	(42.5	)		(4.4	)	%	$	223.2		NM
Non-GAAP adjusted operating income by    segment:
CCS	$	189.5		23.1	%	$	101.6			20.8		%	$	87.9			86.5		%
CMS		107.2		22.6			99.4			20.6				7.8			7.8
Non-GAAP consolidated adjusted operating    income (1)	$	296.7		22.9	%	$	201.0			20.7		%	$	95.7			47.6		%

	Nine Months Ended
	September 30,
	2016					2015
	Amount		% of Net Sales			Amount		% of Net Sales			Dollar Change			% Change
	(dollars in millions)
Net sales by segment:
CCS	$	2,284.2		61.0	%	$	1,170.2		43.9	%	$	1,114.0			95.2		%
CMS		1,460.5		39.0			1,495.1		56.1			(34.6	)		(2.3	)
Consolidated net sales	$	3,744.7		100.0	%	$	2,665.3		100.0	%	$	1,079.4			40.5		%
Operating income by segment:
CCS	$	247.8		10.8	%	$	34.0		2.9	%	$	213.8			628.8		%
CMS		207.5		14.2			126.0		8.4			81.5			64.7
Consolidated operating income	$	455.3		12.2	%	$	160.0		6.0	%	$	295.3			184.6		%
Non-GAAP adjusted operating income by   segment:
CCS	$	492.8		21.6	%	$	232.5		19.9	%	$	260.3			112.0		%
CMS		306.3		21.0			301.0		20.1			5.3			1.8
Non-GAAP consolidated adjusted operating    income (1)	$	799.1		21.3	%	$	533.4		20.0	%	$	265.7			49.8		%

(1) See “Reconciliation of Non-GAAP Measures.” Components may not sum to total due to rounding.

NM – Not meaningful

CommScope Connectivity Solutions Segment

Our CCS segment provides connectivity and network intelligence for indoor and outdoor network applications.  Indoor network solutions are found in commercial buildings and in the network core, which includes data centers, central offices and cable television headends.  These solutions provide voice, video, data and other mission-critical, high-bandwidth applications including storage area networks, streaming media, data backhaul, cloud applications and grid computing.  These comprehensive solutions, sold primarily under the SYSTIMAX, Uniprise and AMP NETCONNECT brands, include optical fiber and twisted pair structured cabling solutions,

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intelligent infrastructure software, network rack and cabinet enclosures, patch cords and panels and network design services. Our outdoor network solutions are found in access networks and include coaxial cabling and fiber-optic connectivity solutions, which include a robust portfolio of fiber optic connectors and fiber management systems.

CCS segment net sales for the three and nine months ended September 30, 2016 were higher than the prior year periods in all major geographical regions as a result of the BNS acquisition.  CCS segment net sales for the three and nine months ended September 30, 2016 included incremental net sales from the BNS acquisition of $375.0 million and $1.2 billion, respectively.  Excluding net sales related to the BNS acquisition, legacy CommScope net sales in the CCS segment decreased across all major geographical regions for the three months ended September 30, 2016 and decreased across all major geographical regions except the U.S. for the nine months ended September 30, 2016 compared to the prior year periods. Foreign exchange rate changes had a negative impact on legacy CommScope CCS segment net sales of approximately 1% for both the three and nine months ended September 30, 2016 compared to the same periods in 2015.

CCS segment operating income and non-GAAP adjusted operating income increased for the three and nine months ended September 30, 2016 compared to the prior year periods primarily due to the BNS acquisition. The CCS segment also benefited from cost savings initiatives partially offset by higher variable cash compensation costs for the three and nine months ended September 30, 2016.  For the three and nine months ended September 30, 2016, CCS segment operating income included asset impairment charges of $7.4 million and $22.7 million, respectively, which were excluded from the calculation of non-GAAP adjusted operating income.  For the three and nine months ended September 30, 2015, CCS operating income included an asset impairment charge of $10.9 million, purchase accounting adjustments related to the BNS acquisition of $29.2 million and higher integration and transactions costs, all of which were excluded from the calculation of non-GAAP adjusted operating income.

We expect near-term and long-term demand for our indoor network CCS products to be driven by global information technology spending and spending in core networks as the ongoing need for bandwidth and intelligence in the network continues to create demand for high-performance connectivity solutions. We expect near-term and long-term demand for our outdoor network CCS products to be driven by global deployment of fiber-optic solutions for fiber-to-the-X applications, new services and providers in the access market, ongoing maintenance requirements of cable networks and the residential construction market activity in North America. Uncertain global economic conditions, variability in the levels of commercial and residential construction activity, uncertain levels of information technology spending and reductions in the levels of distributor inventories may negatively affect demand for our products.  Over the longer term, the ongoing demand for fiber solutions is expected to be somewhat offset by decelerating demand for copper solutions in networks.

CommScope Mobility Solutions Segment

Our CMS segment provides RF wireless network connectivity solutions as well as DAS and small cell solutions. Our solutions, marketed primarily under the Andrew brand, enable wireless operators to deploy macro cell site, metro cell site, DAS and small cell solutions to meet 2G, 3G and 4G cellular coverage and capacity requirements.  Our macro cell solutions can be found at wireless tower sites and on rooftops and include base station antennas, microwave antennas, hybrid fiber-feeder and power cables, coaxial cables, connectors and filters. Our metro cell solutions can be found on street poles and on other urban, outdoor structures and include RF delivery and connectivity solutions, equipment housing and concealment. These fully integrated outdoor systems consist of specialized antennas, filters/combiners, backhaul solutions, intra-system cabling and power distribution, all minimized to fit an urban environment. Our DAS and small cell solutions allow wireless operators to increase spectral efficiency and thereby extend and enhance cellular coverage and capacity in challenging network conditions such as commercial buildings, urban areas, stadiums and transportation systems.

The CMS segment experienced a decrease in net sales for the three and nine months ended September 30, 2016 compared to the prior year periods, despite incremental net sales from the BNS acquisition of $7.5 million and $34.0 million, respectively.  For the three and nine months ended September 30, 2016, legacy CommScope CMS segment net sales decreased across all major geographical regions except the U.S. which benefited from an increase in spending by certain domestic operators. Foreign exchange rate changes had a negative impact of approximately 1% on legacy CommScope CMS segment net sales for the three and nine months ended September 30, 2016 compared to the prior year periods.

CMS segment operating income increased for the three and nine months ended September 30, 2016 primarily due to the unfavorable impact of the $74.4 million goodwill impairment charge recorded in the prior year periods.  This impairment charge was excluded from the calculation of non-GAAP adjusted operating income which increased for the three and nine months ended September 30, 2016 compared to the prior year periods primarily due to more favorable geographic and product mix that was partially offset by lower sales volumes, higher variable cash compensation costs and increased R&D spending as we continue to invest in small cell technology.

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Our sales to wireless operators can be volatile. We expect longer-term demand for our CMS products to be positively affected by wireless coverage and capacity expansion in emerging markets and growth in mobile data services (including 4G deployments) in developed markets. Uncertainty in the global economy or a particular region or consolidation among wireless operators may slow the growth or cause a decline in capital spending by wireless operators and negatively impact our net sales.

LIQUIDITY AND CAPITAL RESOURCES

The following table summarizes certain key measures of our liquidity and capital resources.

	September 30, 2016			December 31, 2015			Dollar Change			% Change
	(dollars in millions)
Cash and cash equivalents	$	517.3		$	562.9		$	(45.6	)		(8.1	)	%
Working capital (1), excluding cash and cash    equivalents and current portion of long-term debt		657.9			769.2			(111.3	)		(14.5	)
Availability under revolving credit facility		430.9			278.2			152.7			54.9
Long-term debt, including current portion		4,714.0			5,243.7			(529.7	)		(10.1	)
Total capitalization (2)		6,147.2			6,466.4			(319.2	)		(4.9	)
Long-term debt, including current portion, as a    percentage of total capitalization		76.7	%		81.1	%

(1) Working capital consisted of current assets of $2,090.5 million less current liabilities of $927.8 million as of September 30, 2016. Working capital consisted of current assets of $2,004.6 million less current liabilities of $685.1 million as of December 31, 2015.

(2) Total capitalization includes long-term debt, including the current portion, and stockholders’ equity.

Our principal sources of liquidity on a short-term basis are cash and cash equivalents, cash flows provided by operations and availability under credit facilities. We believe these sources will be sufficient to meet our presently anticipated future cash needs. On a long-term basis, our potential sources of liquidity also include raising capital through the issuance of debt and/or equity. The primary uses of liquidity include debt service requirements (including voluntary debt repayments or redemptions), funding working capital requirements, funding acquisitions, paying acquisition integration costs, capital expenditures, paying restructuring costs, income tax payments (including cost of repatriation) and funding pension and other postretirement obligations.

Cash and cash equivalents decreased during the first nine months of 2016 mainly due to our voluntary redemptions of $536.6 million of our senior PIK toggle notes, largely offset by cash generated by our operations.  As of September 30, 2016, approximately 64% of our cash and cash equivalents were held outside the U.S.  Income taxes have been provided on foreign earnings such that there would be no significant tax cost to repatriate the portion of this cash that is not required to meet operational needs of our international subsidiaries.  

Working capital, excluding cash and cash equivalents and current portion of long-term debt, decreased primarily due to higher accrued liability balances due to the timing of payments of interest and taxes and higher variable cash compensation costs as well as higher accounts payable balances due to improved management of payment terms. These declines were offset partially by higher accounts receivable balances due to the timing of sales. The net change in total capitalization during the nine months ended September 30, 2016 primarily reflected the redemptions of $536.6 million of our long-term debt, partially offset by current year earnings.

Cash Flow Overview

	Nine Months Ended
	September 30,						Dollar
	2016			2015			Change
	(dollars in millions)
Net cash generated by operating activities	$	525.3		$	185.7		$	339.6
Net cash used in investing activities		(39.5	)		(2,993.4	)		2,953.9
Net cash generated by (used in) financing activities		(532.3	)		2,710.9			(3,243.2	)

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Operating Activities

During the nine months ended September 30, 2016, we generated $525.3 million of cash through operating activities compared to $185.7 million during the nine months ended September 30, 2015. The improvement was primarily due to higher adjusted operating income in the current year period as a result of the BNS acquisition. In addition, we benefited from initiatives to improve working capital and the impact of lower variable cash compensation payments than in the prior year period. Cash paid for taxes was $22.2 million less for the nine months ended September 30, 2016 compared to the prior year period. Cash paid for interest was $74.5 million higher in the nine months ended September 30, 2016 than in the prior year period primarily as a result of the incremental debt incurred to finance the BNS acquisition. In connection with the voluntary redemptions of the senior PIK toggle notes, we paid redemption premiums of $17.7 million.

Investing Activities

Investment in property, plant and equipment during the nine months ended September 30, 2016 was $49.7 million, of which $4.9 million was related to capital spending to support the BNS integration. During the nine months ended September 30, 2015 investment in property, plant and equipment was $39.4 million, of which $11.1 million was related to capital spending to support the BNS integration.  The investment in property, plant and equipment was primarily related to supporting improvements in manufacturing operations, including expanding production capacity, and investing in information technology (including software developed for internal use).

During the nine months ended September 30, 2016, we sold a facility that was no longer being utilized for $3.7 million.

During the nine months ended September 30, 2016, we received $3.7 million in net settlements for working capital, pension and other adjustments related to the BNS acquisition.  We do not expect any additional material net settlements with TE Connectivity related to the BNS acquisition. Also during the nine months ended September 30, 2016, we paid the final $1.0 million in purchase price payable related to the Airvana acquisition.

During the nine months ended September 30, 2015, we acquired the BNS business and paid $2,957.5 million, net of cash acquired, using a combination of cash on hand and proceeds from the issuance of long-term debt.

Financing Activities

During the nine months ended September 30, 2016, we voluntarily redeemed the remaining $536.6 million of our senior PIK toggle notes. We also made mandatory debt repayments of $9.4 million on the 2022 Term Loan. We may voluntarily repay debt or repurchase our senior notes if market conditions are favorable and the applicable indenture and the senior secured credit facilities permit such repayment or repurchase.

As of September 30, 2016, we had no outstanding borrowings under our revolving credit facility and the remaining availability was approximately $430.9 million, reflecting a borrowing base of $456.5 million reduced by $25.6 million of letters of credit issued under the revolving credit facility. In the third quarter of 2016, we increased our capacity as additional domestic collateral resulting from the BNS acquisition was added to the borrowing base.

During the nine months ended September 30, 2016, we received proceeds of $8.6 million and recognized $8.1 million of excess tax benefits related to the exercise of stock options. Also during the nine months ended September 30, 2016, employees surrendered 115,598 shares of our common stock to satisfy their tax withholding requirements on vested restricted stock units, which reduced cash flows by $2.9 million. During the nine months ended September 30, 2015, we received proceeds of $21.3 million and recognized $19.2 million of excess tax benefits related to the exercise of stock options.

During the nine months ended September 30, 2015, we received $500.0 million from the issuance of the 2020 Notes which was used, together with cash on hand, to repay $500.0 million of our existing term loans. In addition, we issued $1.5 billion of 2025 Notes and borrowed $1.25 billion under the 2022 Term Loan. The proceeds from the 2025 Notes and the 2022 Term Loan were used to fund a substantial portion of the BNS acquisition. In connection with these financing transactions and the amendment of our revolving credit facility, we incurred $74.0 million of debt issuance costs.

Off-Balance Sheet Arrangements

We are not party to any significant off-balance sheet arrangements except for operating leases.  There have not been any material changes to our off-balance sheet arrangements during the nine months ended September 30, 2016.

33

Contractual Obligations

In June 2016 and August 2016, the Company redeemed $300.0 million and $236.6 million, respectively, of its senior PIK toggle notes.  The following table summarizes our contractual obligations as of September 30, 2016:

			Amount of Payments Due per Period
Contractual Obligations	Total Payments Due		Remainder of 2016		2017-2018		2019-2020		Thereafter
	(in millions)
Long-term debt, including current   maturities (a)	$	4,799.4	$	3.1	$	286.9	$	525.0	$	3,984.4
Interest on long-term debt (a)(b)		1,596.9		59.0		464.3		440.7		632.9
Operating leases		115.4		10.6		55.0		28.8		21.0
Purchase obligations (c)		7.6		7.1		0.5		—		—
Pension and other postretirement    benefit liabilities (d)		13.8		0.8		4.2		3.4		5.4
Restructuring costs, net (e)		24.3		9.6		12.8		1.9		—
Unrecognized tax benefits (f)		—		—		—		—		—
Total contractual obligations	$	6,557.4	$	90.2	$	823.7	$	999.8	$	4,643.7

(a) No other prepayment or redemption of any of our long-term debt balances has been assumed. Refer to Note 5 in the Notes to Condensed Consolidated Financial Statements included in this Form 10-Q and Note 6 in the Notes to Consolidated Financial Statements included in our 2015 Annual Report for information regarding the terms of our long-term debt agreements.

(b) Interest on long-term debt excludes the amortization of debt issuance costs and original issue discount. Interest on variable rate debt is estimated based upon rates in effect as of September 30, 2016.

(c) Purchase obligations include minimum amounts owed under take-or-pay or requirements contracts. Amounts covered by open purchase orders are excluded as there is no contractual obligation until goods or services are received.

(d) Amounts reflect expected contributions related to payments under the postretirement benefit plans through 2025 and expected pension contributions of $0.2 million during the remainder of 2016 (see Note 10 in the Notes to Consolidated Financial Statements included in our 2015 Annual Report).

(e) Future restructuring payments exclude payments due under lease arrangements which are included in operating leases above.

(f) Due to the uncertainty in predicting the timing of tax payments related to our unrecognized tax benefits, $49.2 million has been excluded from the presentation. We anticipate a reduction of up to $5.8 million of unrecognized tax benefits during the remainder of 2016 (see Note 11 in the Notes to Consolidated Financial Statements included in our 2015 Annual Report).

Reconciliation of Non-GAAP Measures

We believe that presenting certain non-GAAP financial measures enhances an investor’s understanding of our financial performance. We further believe that these financial measures are useful in assessing our operating performance from period to period by excluding certain items that we believe are not representative of our core business. We also use certain of these financial measures for business planning purposes and in measuring our performance relative to that of our competitors. We believe these financial measures are commonly used by investors to evaluate our performance and that of our competitors. However, our use of the terms non-GAAP adjusted operating income and non-GAAP adjusted EBITDA may vary from that of others in our industry. These financial measures should not be considered as alternatives to operating income (loss), net income (loss) or any other performance measures derived in accordance with U.S. GAAP as measures of operating performance, operating cash flows or liquidity.

We also believe presenting these non-GAAP results for the twelve months ended September 30, 2016 provides an additional tool for assessing our recent performance.  Such amounts are unaudited and are derived by subtracting the data for the nine months ended September 30, 2015 from the data for the year ended December 31, 2015 and then adding the data for the nine months ended September 30, 2016.

Although there are no financial maintenance covenants under the terms of our senior notes, there is a limitation, among other limitations, on certain future borrowings based on an adjusted leverage ratio or a fixed charge coverage ratio. These ratios are based on financial measures similar to adjusted EBITDA as presented below, but also give pro forma effect to certain events, including acquisitions and savings from cost reduction initiatives such as facility closures and headcount reductions. For the twelve months ended September 30, 2016, our pro forma adjusted EBITDA, as measured pursuant to indentures governing our notes, was $1,105.2 million, which included the impact of savings from announced cost reduction initiatives ($27.6 million) so that the impact of the cost

34

reduction initiatives are fully reflected in the twelve-month period used in the calculation of the ratios.  In addition to limitations under these indentures, our senior secured credit facilities contain customary negative covenants.  We believe we are in compliance with the covenants under our indentures and senior secured credit facilities at September 30, 2016.

The following tables exclude the impact of the BNS and Airvana acquisitions for periods prior to their respective acquisition dates.

Consolidated

	Three Months					Nine Months				Year		Twelve Months
	Ended					Ended				Ended		Ended
	September 30,					September 30,				December 31,		September 30,
	2016		2015			2016		2015		2015		2016
	(dollars in millions)
Operating income (loss)	$	180.7	$	(42.5	)	$	455.3	$	160.0	$	181.6	$	476.9
Adjustments:
Amortization of purchased intangible    assets		74.6		54.3			224.3		143.7		220.6		301.2
Restructuring costs, net		10.8		6.9			24.5		10.6		29.5		43.4
Equity-based compensation		8.4		5.7			26.6		21.1		28.7		34.2
Asset impairments		7.4		85.3			22.7		85.3		90.8		28.2
Integration and transaction costs (a)		14.7		60.8			45.1		82.1		96.9		59.9
Purchase accounting adjustments (b)		—		30.5			0.6		30.6		81.7		51.7
Non-GAAP adjusted operating income	$	296.7	$	201.0		$	799.1	$	533.4	$	729.8	$	995.5
Depreciation		20.2		15.6			60.2		38.7		60.6		82.1
Non-GAAP adjusted EBITDA	$	316.9	$	216.6		$	859.4	$	572.1	$	790.3	$	1,077.6

(a) Reflects integration costs related to the acquisition of the BNS business, transaction costs related to potential and consummated acquisitions and costs related to secondary stock offerings.

(b) Reflects non-cash charges resulting from purchase accounting adjustments.

CCS Segment

	Three Months Ended September 30,					Nine Months Ended September 30,
	2016		2015			2016		2015
	(dollars in millions)
Operating income (loss)	$	104.8	$	(33.9	)	$	247.8	$	34.0
Adjustments:
Amortization of purchased intangible assets		49.4		30.8			148.3		74.1
Restructuring costs, net		8.4		4.1			16.1		5.2
Equity-based compensation		4.9		3.4			15.2		10.4
Asset impairments		7.4		10.9			22.7		10.9
Integration and transaction costs		14.6		57.1			42.1		68.6
Purchase accounting adjustments		—		29.2			0.6		29.3
Non-GAAP adjusted operating income	$	189.5	$	101.6		$	492.8	$	232.5

35

CMS Segment

	Three Months Ended September 30,					Nine Months Ended September 30,
	2016		2015			2016		2015
	(dollars in millions)
Operating income (loss)	$	75.9	$	(8.6	)	$	207.5	$	126.0
Adjustments:
Amortization of purchased intangible assets		25.2		23.5			76.0		69.6
Restructuring costs, net		2.5		2.8			8.4		5.4
Equity-based compensation		3.5		2.2			11.5		10.6
Asset impairments		—		74.4			—		74.4
Integration and transaction costs		0.2		3.8			2.9		13.5
Purchase accounting adjustments		—		1.3			—		1.3
Non-GAAP adjusted operating income	$	107.2	$	99.4		$	306.3	$	301.0

Note: Components may not sum to total due to rounding.

36

FORWARD-LOOKING STATEMENTS

This Quarterly Report on Form 10-Q or any other oral or written statements made by us or on our behalf may include forward-looking statements which reflect our current views with respect to future events and financial performance.  These forward-looking statements are generally identified by their use of such terms and phrases as “intend,” “goal,” “estimate,” “expect,” “project,” “projections,” “plans,” “anticipate,” “should,” “could,” “designed to,” “foreseeable future,” “believe,” “think,” “scheduled,” “outlook,” “guidance” and similar expressions although not all forward-looking statements contain such terms.  This list of indicative terms and phrases is not intended to be all-inclusive.

These statements are subject to various risks and uncertainties, many of which are outside our control, including, without limitation, our ability to integrate the BNS business on a timely and cost-effective manner; our reliance on TE Connectivity for transition services for the BNS business; our ability to realize expected growth opportunities and cost savings from the  BNS business; our dependence on customers’ capital spending on communication systems; concentration of sales among a limited number of customers and channel partners; changes in technology; industry competition and the ability to retain customers through product innovation, introduction and marketing; risks associated with our sales through channel partners; product performance issues and associated warranty claims; our ability to maintain effective management information systems and to successfully implement major systems initiatives; cyber-security incidents, including data security breaches or computer viruses; the risk our global manufacturing operations suffer production or shipping delays causing difficulty in meeting customer demands; the risk that internal production capacity and that of contract manufacturers may be insufficient to meet customer demand or quality standards for our products; changes in cost and availability of key raw materials, components and commodities and the potential effect on customer pricing; risks associated with our dependence on a limited number of key suppliers; our ability to fully realize anticipated benefits from prior or future acquisitions or equity investments; potential difficulties in realigning global manufacturing capacity and capabilities among our global manufacturing facilities, including delays or challenges related to removing, transporting or reinstalling equipment, that may affect our ability to meet customer demands for products; possible future restructuring actions; substantial indebtedness and maintaining compliance with debt covenants; our ability to incur additional indebtedness; our ability to generate cash to service our indebtedness; possible future impairment charges for fixed or intangible assets, including goodwill; income tax rate variability and ability to recover amounts recorded as value-added tax receivables; our ability to attract and retain qualified key employees; labor unrest; significant international operations expose us to economic, political and other risks, including the impact of variability in foreign exchange rates; our ability to comply with governmental anti-corruption laws and regulations and export and import controls worldwide; our ability to compete in international markets due to export and import controls to which we may be subject; cost of protecting or defending intellectual property; costs and challenges of compliance with domestic and foreign environmental laws; and other factors beyond our control. These and other factors are discussed in greater detail in our 2015 Annual Report on Form 10-K. Although the information contained in this Quarterly Report on Form 10-Q represents our best judgment as of the date of this report based on information currently available and reasonable assumptions, we can give no assurance that the expectations will be attained or that any deviation will not be material.  Given these uncertainties, we caution you not to place undue reliance on these forward-looking statements, which speak only as of the date made. We are not undertaking any duty or obligation to update this information to reflect developments or information obtained after the date of this report, except as otherwise may be required by law.

37

ITEM 3.  QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Other than the changes disclosed below, there have been no material changes in the interest rate risk, commodity price risk or foreign currency exchange rate risk information previously reported under Item 7A of our 2015 Annual Report on Form 10-K, as filed with the SEC on February 19, 2016.

Interest Rate Risk

The table below summarizes the expected interest and principal payments associated with our variable rate debt outstanding as of September 30, 2016 (mainly the $1.5 billion of variable rate term loans). The principal payments presented below are based on scheduled maturities and assume no borrowings under the revolving credit facility. The interest payments presented below assume the interest rate in effect as of September 30, 2016. The impact of a 1% increase in the interest rate index (taking into account the impact of the LIBOR floor on the term loans) on projected future interest payments on the variable rate debt is also included in the table below.

	Remainder of 2016			2017			2018			2019			2020			There- after
	(dollars in millions)
Principal and interest payments    on variable rate debt	$	17.1		$	69.2		$	321.8		$	59.0		$	57.8		$	1,272.5
Average cash interest rate		3.74	%		3.81	%		3.86	%		3.86	%		3.81	%		3.75%
Impact of 1% increase in interest rate index	$	3.0		$	12.1		$	9.5		$	9.3		$	9.2		$	18.2

We also have $3.3 billion aggregate principal amount of fixed rate senior notes. The table below summarizes our expected interest and principal payments related to our fixed rate debt at September 30, 2016.

	Remainder of 2016			2017			2018			2019			2020			There- after
	(dollars in millions)
Principal and interest payments    on fixed rate debt	$	45.0		$	180.1		$	180.1		$	180.1		$	668.8		$	3,344.8
Average cash interest rate		5.46	%		5.46	%		5.46	%		5.46	%		5.55	%		5.87	%

38

ITEM 4.  CONTROLS AND PROCEDURES

Disclosure Controls and Procedures

Our management, with the participation of our Chief Executive Officer and Chief Financial Officer, evaluated the effectiveness of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended) as of the end of the period covered by this report. Based on that evaluation, our Chief Executive Officer and Chief Financial Officer have concluded that these disclosure controls and procedures are effective.

Changes in Internal Control over Financial Reporting

There have been no changes in the Company’s internal control over financial reporting during the quarter ended September 30, 2016 that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.

During the integration period, the Company will be relying on TE Connectivity to provide various services under transition service agreements. Management continues to evaluate the design of the control procedures relating to BNS and make changes as necessary. Management expects that further changes to internal control over financial reporting, including those related to significant system conversions, will take place during the fourth quarter of 2016 (see Risk Factors in our 2015 Annual Report on Form 10-K).

39

PART II—OTHER INFORMATION

ITEM 1.  LEGAL PROCEEDINGS

The material set forth under “Commitments and Contingencies” in Note 1 of Notes to the Condensed Consolidated Financial Statements in Part 1, Item 1 of this Quarterly Report on Form 10-Q is incorporated herein by reference.

ITEM 1A.  RISK FACTORS

There have been no material changes from our risk factors as previously reported in Item 1A of our 2015 Annual Report on Form 10-K.

ITEM 2.  UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

Recent Sales of Unregistered Securities: 

None.

Issuer Purchases of Equity Securities:

None.

ITEM 3.  DEFAULTS UPON SENIOR SECURITIES

None.

ITEM 4.  MINE SAFETY DISCLOSURES

Not applicable.

ITEM 5.  OTHER INFORMATION

None.

ITEM 6.  EXHIBITS

31.1	Certification of Principal Executive Officer pursuant to Rule 13a-14(a).
31.2	Certification of Principal Financial Officer pursuant to Rule 13a-14(a).
32.1	Certification of Principal Executive Officer and Principal Financial Officer Pursuant to 18 U.S.C. Section 1350 as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (furnished pursuant to Item 601(b)(32)(ii) of Regulation S-K).
101.INS	XBRL Instance Document, furnished herewith.
101.SCH	XBRL Schema Document, furnished herewith.
101.CAL	XBRL Taxonomy Extension Calculation Linkbase Document.
101.DEF	XBRL Taxonomy Extension Definition Linkbase Document.
101.LAB	XBRL Taxonomy Extension Label Linkbase Document.
101.PRE	XBRL Taxonomy Extension Presentation Linkbase Document.

40

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

	COMMSCOPE HOLDING COMPANY, INC.
November 2, 2016	/s/ Mark A. Olson
Date	Mark A. Olson
	Executive Vice President and Chief Financial Officer
	(Principal Financial Officer and duly authorized officer)

41

EX-31.1

Exhibit 31.1

MANAGEMENT CERTIFICATION

I, Marvin S. Edwards, Jr., certify that:

1. I have reviewed this Quarterly Report on Form 10-Q of CommScope Holding Company, Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a) designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b) designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c) evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d) disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

a) all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b) any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Dated: November 2, 2016
/s/ Marvin S. Edwards, Jr.
Name:	Marvin S. Edwards, Jr.
Title:	President, Chief Executive Officer and Director (Principal Executive Officer)

EX-31.2

Exhibit 31.2

MANAGEMENT CERTIFICATION

I, Mark A. Olson, certify that:

1. I have reviewed this Quarterly Report on Form 10-Q of CommScope Holding Company, Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a) designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b) designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c) evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d) disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

a) all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b) any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Dated: November 2, 2016
/s/ Mark A. Olson
Name:	Mark A. Olson
Title:	Executive Vice President and Chief Financial Officer (Principal Financial Officer)

EX-32.1

Exhibit 32.1

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of CommScope Holding Company, Inc. (the “Company”) on Form 10-Q for the quarter ended September 30, 2016 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), we, Marvin S. Edwards, Jr., President, Chief Executive Officer and Director of the Company, and Mark A. Olson, Executive Vice President and Chief Financial Officer of the Company, certify, pursuant to 18 U.S.C. § 1350 as adopted pursuant to § 906 of the Sarbanes-Oxley Act of 2002, that:

1. The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

2. The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Dated: November 2, 2016

/s/ Marvin S. Edwards, Jr.

Marvin S. Edwards, Jr.

President, Chief Executive Officer and Director

(Principal Executive Officer)

/s/ Mark A. Olson

Mark A. Olson

Executive Vice President and Chief Financial Officer

(Principal Financial Officer)

XML

Document and Entity Information - shares	9 Months Ended
	Sep. 30, 2016	Oct. 17, 2016
Document And Entity Information [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Sep. 30, 2016
Document Fiscal Year Focus	2016
Document Fiscal Period Focus	Q3
Trading Symbol	COMM
Entity Registrant Name	CommScope Holding Company, Inc.
Entity Central Index Key	0001517228
Current Fiscal Year End Date	--12-31
Entity Filer Category	Large Accelerated Filer
Entity Common Stock, Shares Outstanding		192,929,959

XML

Condensed Consolidated Statements of Operations and Comprehensive Income (Loss) (Unaudited) - USD ($) shares in Thousands, $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2016	Sep. 30, 2015	Sep. 30, 2016	Sep. 30, 2015
Income Statement [Abstract]
Net sales	$ 1,293,948	$ 972,597	$ 3,744,715	$ 2,665,287
Operating costs and expenses:
Cost of sales	751,097	633,706	2,201,014	1,718,497
Selling, general and administrative	220,835	203,820	664,365	460,288
Research and development	48,430	31,100	152,554	86,818
Amortization of purchased intangible assets	74,639	54,287	224,270	143,697
Restructuring costs, net	10,826	6,868	24,503	10,633
Asset impairments	7,375	85,334	22,668	85,334
Total operating costs and expenses	1,113,202	1,015,115	3,289,374	2,505,267
Operating income (loss)	180,746	(42,518)	455,341	160,020
Other expense, net	(7,546)	(8,269)	(21,898)	(5,556)
Interest expense	(68,349)	(73,387)	(215,024)	(158,752)
Interest income	1,023	1,276	4,750	3,336
Income (loss) before income taxes	105,874	(122,898)	223,169	(952)
Income tax (expense) benefit	(12,043)	42,102	(54,797)	5,224
Net income (loss)	$ 93,831	$ (80,796)	$ 168,372	$ 4,272
Earnings (loss) per share:
Basic	$ 0.49	$ (0.42)	$ 0.88	$ 0.02
Diluted	$ 0.48	$ (0.42)	$ 0.86	$ 0.02
Weighted average shares outstanding:
Basic	192,719	190,269	192,275	189,483
Diluted	196,598	190,269	196,141	193,930
Comprehensive income (loss):
Net income (loss)	$ 93,831	$ (80,796)	$ 168,372	$ 4,272
Other comprehensive income (loss), net of tax:
Foreign currency translation gain (loss)	8,610	(22,835)	8,303	(40,685)
Pension and other postretirement benefit activity	(376)	(1,566)	(3,511)	(4,739)
Available-for-sale securities	(257)	(1,737)	(2,391)	(5,873)
Total other comprehensive income (loss), net of tax	7,977	(26,138)	2,401	(51,297)
Total comprehensive income (loss)	$ 101,808	$ (106,934)	$ 170,773	$ (47,025)

XML

Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands	Sep. 30, 2016	Dec. 31, 2015
Assets
Cash and cash equivalents	$ 517,275	$ 562,884
Accounts receivable, less allowance for doubtful accounts of $19,388 and $19,392, respectively	966,839	833,041
Inventories, net	475,679	441,815
Prepaid expenses and other current assets	130,690	166,900
Total current assets	2,090,483	2,004,640
Property, plant and equipment, net of accumulated depreciation of $288,137 and $243,806, respectively	499,842	528,706
Goodwill	2,803,227	2,690,636
Other intangible assets, net	1,905,255	2,147,483
Other noncurrent assets	112,834	131,166
Total assets	7,411,641	7,502,631
Liabilities and Stockholders' Equity
Accounts payable	417,546	300,829
Other accrued liabilities	497,777	371,743
Current portion of long-term debt	12,500	12,520
Total current liabilities	927,823	685,092
Long-term debt	4,701,486	5,231,131
Deferred income taxes	202,429	202,487
Pension and other postretirement benefit liabilities	31,201	37,102
Other noncurrent liabilities	115,471	124,099
Total liabilities	5,978,410	6,279,911
Commitments and contingencies
Stockholders' equity:
Preferred stock, $.01 par value: Authorized shares: 200,000,000; Issued and outstanding shares: None
Common stock, $0.01 par value: Authorized shares: 1,300,000,000; Issued and outstanding shares: 192,868,939 and 191,368,727, respectively	1,940	1,923
Additional paid-in capital	2,258,869	2,216,202
Retained earnings (accumulated deficit)	(644,022)	(812,394)
Accumulated other comprehensive loss	(169,277)	(171,678)
Treasury stock, at cost: 1,101,820 shares and 986,222 shares, respectively	(14,279)	(11,333)
Total stockholders' equity	1,433,231	1,222,720
Total liabilities and stockholders' equity	$ 7,411,641	$ 7,502,631

XML

Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - USD ($) $ in Thousands	Sep. 30, 2016	Dec. 31, 2015
Statement Of Financial Position [Abstract]
Allowance for doubtful accounts receivable	$ 19,388	$ 19,392
Property, plant and equipment, accumulated depreciation	$ 288,137	$ 243,806
Preferred stock, par value	$ 0.01	$ 0.01
Preferred stock, shares authorized	200,000,000	200,000,000
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0
Common stock, par value	$ 0.01	$ 0.01
Common stock, shares authorized	1,300,000,000	1,300,000,000
Common stock, shares issued	192,868,939	191,368,727
Common stock, shares outstanding	192,868,939	191,368,727
Treasury stock, shares	1,101,820	986,222

XML

Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2016	Sep. 30, 2015
Operating Activities:
Net income (loss)	$ 168,372	$ 4,272
Adjustments to reconcile net income to net cash generated by operating activities:
Depreciation and amortization	301,450	199,485
Equity-based compensation	26,621	21,055
Deferred income taxes	(94,239)	(92,538)
Asset impairments	22,668	85,334
Excess tax benefits from equity-based compensation	(8,083)	(19,194)
Changes in assets and liabilities:
Accounts receivable	(96,337)	(116,131)
Inventories	(23,480)	67,518
Prepaid expenses and other assets	12,540	(43,286)
Accounts payable and other liabilities	218,590	74,524
Other	(2,850)	4,697
Net cash generated by operating activities	525,252	185,736
Investing Activities:
Additions to property, plant and equipment	(49,660)	(39,422)
Proceeds from sale of property, plant and equipment	3,935	219
Cash paid for acquisitions including purchase price adjustments, net of cash acquired	2,714	(2,957,476)
Other	3,487	3,268
Net cash used in investing activities	(39,524)	(2,993,411)
Financing Activities:
Long-term debt repaid	(546,025)	(502,566)
Long-term debt proceeds		3,246,875
Long-term debt financing costs		(73,890)
Proceeds from the issuance of common shares under equity-based compensation plans	8,637	21,273
Excess tax benefits from equity-based compensation	8,083	19,194
Tax withholding payments for vested equity-based compensation awards	(2,946)
Net cash generated by (used in) financing activities	(532,251)	2,710,886
Effect of exchange rate changes on cash and cash equivalents	914	(14,570)
Change in cash and cash equivalents	(45,609)	(111,359)
Cash and cash equivalents, beginning of period	562,884	729,321
Cash and cash equivalents, end of period	$ 517,275	$ 617,962

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Condensed Consolidated Statements of Stockholders' Equity (Unaudited) - USD ($) $ in Thousands	Total	Common Stock [Member]	Additional Paid-in Capital [Member]	Retained Earnings (Accumulated Deficit) [Member]	Accumulated Other Comprehensive Loss [Member]	Treasury Stock, at Cost [Member]
Beginning balance, Shares at Dec. 31, 2014		187,831,389
Issuance of shares under equity-based compensation plans, shares		2,759,107
Ending balance, Shares at Sep. 30, 2015		190,590,496
Beginning balance at Dec. 31, 2014		$ 1,888	$ 2,141,433	$ (741,519)	$ (83,548)	$ (10,635)
Issuance of shares under equity-based compensation plans		28	21,246
Equity-based compensation			17,500
Tax benefit from shares issued under equity-based compensation plans			19,107
Net income (loss)	$ 4,272			4,272
Other comprehensive income (loss), net of tax	(51,297)				(51,297)
Ending balance at Sep. 30, 2015	1,318,475	$ 1,916	2,199,286	(737,247)	(134,845)	(10,635)
Ending balance, Shares at Sep. 30, 2015		190,590,496
Net income (loss)	(80,796)
Other comprehensive income (loss), net of tax	(26,138)
Ending balance at Sep. 30, 2015	$ 1,318,475	$ 1,916	2,199,286	(737,247)	(134,845)	(10,635)
Beginning balance, Shares at Dec. 31, 2015	191,368,727	191,368,727
Issuance of shares under equity-based compensation plans, shares		1,615,810
Shares surrendered under equity-based compensation plans		(115,598)
Ending balance, Shares at Sep. 30, 2016	192,868,939	192,868,939
Beginning balance at Dec. 31, 2015	$ 1,222,720	$ 1,923	2,216,202	(812,394)	(171,678)	(11,333)
Issuance of shares under equity-based compensation plans		17	8,620
Equity-based compensation			26,530
Tax benefit from shares issued under equity-based compensation plans			7,517
Net income (loss)	168,372			168,372
Other comprehensive income (loss), net of tax	2,401				2,401
Net shares surrendered under equity-based compensation plans						(2,946)
Ending balance at Sep. 30, 2016	$ 1,433,231	$ 1,940	2,258,869	(644,022)	(169,277)	(14,279)
Ending balance, Shares at Sep. 30, 2016	192,868,939	192,868,939
Net income (loss)	$ 93,831
Other comprehensive income (loss), net of tax	7,977
Ending balance at Sep. 30, 2016	$ 1,433,231	$ 1,940	$ 2,258,869	$ (644,022)	$ (169,277)	$ (14,279)

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Background and Basis of Presentation

9 Months Ended

Sep. 30, 2016

Accounting Policies [Abstract]

Background and Basis of Presentation

1. BACKGROUND AND BASIS OF PRESENTATION

Background

CommScope Holding Company, Inc., along with its direct and indirect subsidiaries (CommScope or the Company), is a global provider of essential infrastructure solutions for communication networks. The Company’s solutions and services for wired and wireless networks enable high-bandwidth data, video and voice applications. CommScope’s global leadership position is built upon innovative technology, broad solution offerings, high-quality and cost-effective customer solutions and global manufacturing and distribution scale.

On August 28, 2015, the Company acquired TE Connectivity’s Broadband Network Solutions (BNS) business in an all-cash transaction valued at approximately $3.0 billion. See Note 2 for additional discussion of the BNS acquisition.

As of January 1, 2016, the Company reorganized its internal management and reporting structure as part of the integration of the BNS acquisition. The reorganization changed the information regularly reviewed by the Company’s chief operating decision maker for purposes of allocating resources and assessing performance.  As a result, the Company is reporting financial performance for 2016 based on its new operating segments: CommScope Connectivity Solutions (CCS) and CommScope Mobility Solutions (CMS). Both CCS and CMS represent non-aggregated reportable operating segments. Prior to this change, the Company operated and reported the following operating segments: Wireless, Enterprise, Broadband and BNS. All prior period amounts in these interim condensed consolidated financial statements have been recast to reflect these operating segment changes.

Basis of Presentation

The Condensed Consolidated Balance Sheet as of September 30, 2016, the Condensed Consolidated Statements of Operations and Comprehensive Income (Loss) for the three and nine months ended September 30, 2016 and 2015, and the Condensed Consolidated Statements of Cash Flows and Stockholders’ Equity for the nine months ended September 30, 2016 and 2015 are unaudited and reflect all adjustments of a normal recurring nature that are, in the opinion of management, necessary for a fair presentation of the interim period financial statements. The results of operations for these interim periods are not necessarily indicative of the results of operations to be expected for any future period or the full fiscal year.

The BNS business results of operations that are reported in the Company’s unaudited condensed consolidated financial statements for the three and nine months ended September 30, 2016 are for the fiscal periods June 25, 2016 through September 30, 2016 and December 26, 2015 through September 30, 2016, respectively. The BNS business results for the three months ended September 30, 2016 include fourteen weeks compared to thirteen weeks in each of the first two quarters of 2016. The BNS business results of operations that are reported in the Company’s unaudited condensed consolidated financial statements for the three and nine months ended September 30, 2015 are from August 28, 2015, the date of acquisition, through their fiscal period ended September 25, 2015.

The unaudited interim condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (U.S. GAAP) for interim financial information and are presented in accordance with the applicable requirements of Regulation S-X. Accordingly, these financial statements do not include all of the information and notes required by U.S. GAAP for complete financial statements. The significant accounting policies followed by the Company are set forth in Note 2 within the Company’s audited consolidated financial statements included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2015 (the 2015 Annual Report). There were no changes in the Company’s significant accounting policies during the three or nine months ended September 30, 2016. These interim condensed consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements.

Concentrations of Risk and Related Party Transactions

Net sales to Anixter International Inc. and its affiliates (Anixter) accounted for 11% of the Company’s total net sales during the three and nine months ended September 30, 2016. Net sales to Anixter accounted for 13% of the Company’s total net sales during the three and nine months ended September 30, 2015. Sales to Anixter primarily originate within the CCS segment. Other than Anixter, no other direct customer accounted for 10% or more of the Company’s total net sales for the three or nine months ended September 30, 2016 or 2015.

Accounts receivable from Anixter and Verizon Communications Inc. (Verizon) each represented approximately 11% of accounts receivable as of September 30, 2016. Other than Anixter and Verizon, no direct customer accounted for more than 10% of the Company’s accounts receivable as of September 30, 2016.

As of September 30, 2016, funds affiliated with The Carlyle Group (Carlyle) owned 10.2% of the outstanding shares of CommScope.

Product Warranties

The Company recognizes a liability for the estimated claims that may be paid under its customer warranty agreements to remedy potential deficiencies of quality or performance of the Company’s products. These product warranties extend over periods ranging from one to twenty-five years from the date of sale, depending upon the product subject to the warranty.The Company records a provision for estimated future warranty claims as cost of sales based upon the historical relationship of warranty claims to sales and specifically-identified warranty issues. The Company bases its estimates on assumptions that are believed to be reasonable under the circumstances and revises its estimates, as appropriate, when events or changes in circumstances indicate that revisions may be necessary. Such revisions may be material.

The following table summarizes the activity in the product warranty accrual, included in other accrued liabilities:

	Three Months Ended						Nine Months Ended
	September 30,						September 30,
	2016			2015			2016			2015
Product warranty accrual, beginning of period	$	18,356		$	15,194		$	17,964		$	17,054
Accrual assumed in BNS acquisition		—			1,900			—			1,900
Provision for warranty claims		3,435			2,054			7,954			5,968
Warranty claims paid		(14	)		(3,127	)		(4,141	)		(8,901	)
Product warranty accrual, end of period	$	21,777		$	16,021		$	21,777		$	16,021

Commitments and Contingencies

The Company is either a plaintiff or a defendant in pending legal matters in the normal course of business, including various matters assumed as part of the BNS acquisition. Management believes none of these legal matters will have a material adverse effect on the Company’s business or financial condition upon final disposition.

In addition, the Company is subject to various federal, state, local and foreign laws and regulations governing the use, discharge, disposal and remediation of hazardous materials. Compliance with current laws and regulations has not had, and is not expected to have, a materially adverse effect on the Company’s financial condition or results of operations.

Asset Impairments

Goodwill is tested for impairment annually or at other times if events have occurred or circumstances exist that indicate the carrying value of a reporting unit with goodwill may not be recoverable. During the first quarter of 2016, the Company assessed goodwill for impairment due to the change in reportable segments, which also resulted in changes to several reporting units. As a result, the Company performed impairment testing for goodwill under the reporting unit structure immediately before the change and determined that no impairment existed. The Company reallocated goodwill to the new reporting units under the new reporting structure and performed impairment testing for goodwill under the new segment reporting structure immediately after the change and determined that a $15.3 million goodwill impairment existed within one of the CCS reporting units at January 1, 2016. The impairment test was performed using a discounted cash flow (DCF) valuation model. Significant assumptions in the DCF model are annual revenue growth rates, annual operating income margins and the discount rate used to determine the present value of the cash flow projections. The discount rate was based on the estimated weighted average cost of capital as of the test date for market participants in our reporting units’ industries.

Results for the three and nine months ended September 30, 2015, included a goodwill impairment charge of $74.4 million in the CMS segment.

Property, plant and equipment and intangible assets with finite lives are reviewed for impairment whenever events or changes in circumstances indicate that the carrying value of the assets may not be recoverable, based on the undiscounted cash flows expected to be derived from the use and ultimate disposition of the assets. Assets identified as impaired are carried at estimated fair value. During the three months ended September 30, 2016, as a result of revisions to the business plan for a particular product line, the Company determined that certain intangible assets in the CCS segment were no longer recoverable and a $7.4 million impairment charge was recorded.  

Results for the three and nine months ended September 30, 2015, included a $10.9 million impairment charge in the CCS segment for a note receivable related to a previous divestiture.  Other than the impairments described above, there were no other material asset impairments identified during the three or nine months ended September 30, 2016 or 2015.

Income Taxes

The effective income tax rate of 11.4% and 24.6% for the three and nine months ended September 30, 2016, respectively, was lower than the statutory rate of 35% primarily due to a reduction in tax expense related to uncertain tax positions and the release of valuation allowances related to certain foreign deferred tax assets. The effective income tax rate was also favorably affected by the impact of earnings in foreign jurisdictions that the Company does not plan to repatriate.  These earnings are generally taxed at rates lower than the United States (U.S.) statutory rate. Offsetting these decreases for the nine months ended September 30, 2016 was the effect of the provision for state income taxes as well as the goodwill impairment for which only partial tax benefits were recorded.

The effective income tax rate for the three and nine months ended September 30, 2015 reflected the impact of impairment charges for which minimal tax benefits were recorded. The effective income tax rate was favorably affected by the impact of earnings in foreign jurisdictions that are generally taxed at rates lower than the U.S. statutory rate, benefits recognized from adjustments related to prior years’ tax returns and a reduction in tax expense related to uncertain tax positions. These benefits were partially offset by losses in certain jurisdictions where the Company did not recognize tax benefits due to the likelihood of them not being realizable.

Earnings Per Share

Basic earnings per share is computed by dividing net income by the weighted average number of common shares outstanding during the period. Diluted earnings per share is based on net income divided by the weighted average number of common shares outstanding plus the effect of potentially dilutive common shares using the treasury stock method. Potentially dilutive common shares include outstanding equity-based awards (stock options, performance share units and restricted stock units). Certain outstanding equity-based awards were not included in the computation of diluted earnings per share because the effect was either antidilutive or the performance conditions were not met (1.4 million shares and 1.5 million shares for the three and nine months ended September 30, 2016, respectively, and 5.3 million shares and 1.5 million shares for the three and nine months ended September 30, 2015, respectively).  Antidilutive securities for the three months ended September 30, 2015 included 4.4 million shares of equity-based awards which would have been considered dilutive if the Company had not been in a net loss position.

The following table presents the basis for the earnings per share computations:

	Three Months Ended					Nine Months Ended
	September 30,					September 30,
	2016		2015			2016		2015
Numerator:
Net income (loss) for basic and diluted earnings per share	$	93,831	$	(80,796	)	$	168,372	$	4,272
Denominator:
Weighted average common shares outstanding - basic		192,719		190,269			192,275		189,483
Dilutive effect of equity-based awards		3,879		—			3,866		4,447
Weighted average common shares outstanding - diluted		196,598		190,269			196,141		193,930
Earnings (loss) per share:
Basic	$	0.49	$	(0.42	)	$	0.88	$	0.02
Diluted	$	0.48	$	(0.42	)	$	0.86	$	0.02

Recent Accounting Pronouncements

In August 2016, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) No. 2016-15, Cash Flow Classification of Certain Cash Receipts and Cash Payments. The standard update amended or clarified guidance on classification of certain transactions in the statement of cash flows, including classification of debt prepayments, debt extinguishment costs and contingent consideration payments after a business combination. ASU 2016-15 is effective for the Company as of January 1, 2018 and early adoption is permitted. The Company is evaluating the impact of this new guidance on the Company’s consolidated statement of cash flows and when it may be adopted.

In June 2016, the FASB issued ASU No. 2016-13, Measurement of Credit Losses on Financial Instruments. The new guidance replaces the current incurred loss method used for determining credit losses on financial assets, including trade receivables, with an expected credit loss method.  ASU No. 2016-13 is effective for the Company as of January 1, 2020 and early adoption is permitted. The Company is evaluating the impact of this new guidance on the Company’s consolidated financial statements and when it may be adopted.

In March 2016, the FASB issued ASU No. 2016-09, Improvements to Employee Share-Based Payment Accounting, which simplifies several aspects of the accounting for employee equity-based payment transactions, including the income tax consequences, classification of awards as either equity or liabilities and classification on the statement of cash flows. ASU No. 2016-09 is effective for the Company as of January 1, 2017 and early adoption is permitted. The Company plans to adopt this ASU as of January 1, 2017 and does not expect that its application will have a significant impact on income before income taxes; however, it may impact the Company’s net income because excess tax benefits or deficiencies, which are currently reflected in additional paid in capital, must be reflected in income tax expense under ASU No. 2016-09. The significance of the impact will depend on the intrinsic value at the time of vesting or exercise of equity-based compensation awards. The impact to the Consolidated Statements of Cash Flows will be to present excess tax benefits or deficiencies as an operating activity instead of a financing activity. The Company also expects to make an accounting policy election to account for forfeitures as they occur.

In February 2016, the FASB issued ASU No. 2016-02, Leases, which supersedes the current leasing guidance in Topic 840, Leases.   Under the new guidance, lessees are required to recognize assets and lease liabilities for the rights and obligations created by leased assets previously classified as operating leases.  ASU No. 2016-02 is effective for the Company as of January 1, 2019 and early adoption is permitted. The Company is evaluating the impact of this new guidance on the Company’s consolidated financial statements and when it may be adopted.

In January 2016, the FASB issued ASU No. 2016-01, Recognition and Measurement of Financial Assets and Financial Liabilities, which modifies how entities measure equity investments (except those accounted for under the equity method of accounting) and present changes in the fair value of financial liabilities; simplifies the impairment assessment of equity investments without readily determinable fair values by requiring a qualitative assessment to identify impairment; changes presentation and disclosure requirements; and clarifies that an entity should evaluate the need for a valuation allowance on a deferred tax asset related to available-for-sale securities in combination with the entity’s other deferred tax assets. The guidance is effective for the Company as of January 1, 2018 and with the exception of certain provisions, early adoption is not permitted. The Company is evaluating the impact of this new guidance on the Company’s consolidated financial statements.

In July 2015, the FASB issued ASU No. 2015-11, Simplifying the Measurement of Inventory. The guidance requires that inventory be measured at the lower of cost and net realizable value, which is the estimated selling price in the ordinary course of business, less reasonably predictable costs of completion, disposal and transportation. This guidance simplifies the prior guidance by eliminating the options of measuring inventory at replacement cost or net realizable value less an approximate normal profit margin. This guidance is effective for the Company as of January 1, 2017, with early adoption permitted. The Company plans to adopt the new guidance in the fourth quarter of 2016 and does not expect a material impact on the Company’s consolidated financial statements.

In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers. The new accounting standard defines a single comprehensive model in accounting for revenue arising from contracts with customers and supersedes most current revenue recognition guidance, including industry-specific guidance. The core principle of the ASU is to recognize revenues when promised goods or services are transferred to customers in an amount that reflects the consideration that is expected to be received for those goods or services. In August 2015, the FASB deferred the effective date of ASU No. 2014-09 by one year.  During 2016, the FASB has issued additional accounting standard updates clarifying the guidance in ASU No. 2014-09.  The Company will be required to adopt the new standard, including subsequent clarifying guidance, as of January 1, 2018 using either: (i) full retrospective application to each prior reporting period presented; or (ii) modified retrospective application with the cumulative effect of initially applying the standard recognized at the date of initial application and providing certain additional required disclosures. The Company plans to adopt the new accounting model as of January 1, 2018 using the modified retrospective method and is continuing to assess the impact on the Company’s consolidated financial statements.

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Acquisitions

9 Months Ended

Sep. 30, 2016

Business Combinations [Abstract]

Acquisitions

2. ACQUISITIONS

Broadband Network Solutions

On August 28, 2015, the Company acquired TE Connectivity’s BNS business in an all-cash transaction. The Company has made net payments of $3,017.4 million ($2,953.7 million net of cash acquired). As of September 30, 2016, the Company had a net payable of $1.0 million due to TE Connectivity for remaining purchase price adjustments. Net sales of $523.7 million and $1,367.8 million for the three and nine months ended September 30, 2016, respectively, and $141.1 million for the three and nine months ended September 30, 2015 related to the acquired business are reflected in the Condensed Consolidated Statements of Operations and Comprehensive Income (Loss) and are primarily reported in the CCS segment.

The purchase price for BNS was assigned to assets acquired and liabilities assumed based on their estimated fair values as of the date of acquisition and the excess was allocated to goodwill. The following table summarizes the preliminary allocation of the purchase price at the date of acquisition and the subsequent measurement period adjustments to arrive at the final allocation of the purchase price at the acquisition date (in millions):

	Amounts Recognized as of Acquisition Date			Measurement Period Adjustments			Amounts Recognized as of Acquisition Date (as adjusted)
Cash and cash equivalents	$	63.7		$	—		$	63.7
Accounts receivable		252.9			(1.9	)		251.0
Inventories		266.4			(12.3	)		254.1
Other current assets		40.0			1.6			41.6
Property, plant and equipment		247.6			(1.6	)		246.0
Goodwill		1,242.8			182.9			1,425.7
Identifiable intangible assets		1,150.0			(63.5	)		1,086.5
Other noncurrent assets		22.3			3.0			25.3
Current liabilities		(224.2	)		(4.8	)		(229.0	)
Noncurrent pension liabilities		(30.5	)		18.9			(11.6	)
Other noncurrent liabilities		(27.1	)		(107.8	)		(134.9	)
Net acquisition cost	$	3,003.9		$	14.5		$	3,018.4

The Company has recorded measurement period adjustments since the acquisition date primarily related to the finalization of the valuation of inventory, intangible assets, plant and equipment, pension liabilities and deferred taxes. The impact of these measurement period adjustments to the Condensed Consolidated Statements of Operations and Comprehensive Income (Loss) were not material to any current year period. If these adjustments had been applied at the original acquisition date, the impact to current year and prior year periods also would have been immaterial.

The goodwill arising from the purchase price allocation of the BNS acquisition is believed to result from the company’s reputation in the marketplace and assembled workforce. A significant portion of the goodwill is expected to be deductible for income tax purposes.

Various valuation techniques were used to estimate the fair value of the assets acquired and the liabilities assumed which use significant unobservable inputs, or Level 3 inputs as defined by the fair value hierarchy.  Using these valuation approaches requires the Company to make significant estimates and assumptions.

There were certain foreign assets acquired and liabilities assumed in the BNS acquisition for which title did not transfer at the acquisition date although the consideration was paid as part of the overall purchase price discussed above.  As of September 30, 2016, these transfers have been completed.   

The BNS amounts included in the following pro forma information are based on their historical results prepared on a carve-out basis of accounting and, therefore, may not be indicative of the actual results when operated as part of CommScope. The pro forma adjustments represent management’s best estimates based on information available at the time the pro forma information was prepared and may differ from the adjustments that may actually have been required. Accordingly, the pro forma financial information should not be relied upon as being indicative of the results that would have been realized had the acquisition occurred as of the date indicated or that may be achieved in the future.

The following table presents unaudited pro forma condensed consolidated results of operations for CommScope for the three and nine months ended September 30, 2015 as though the BNS acquisition had been completed as of January 1, 2014 (in millions, except per share amounts):

	Three Months Ended			Nine Months Ended
	September 30, 2015			September 30, 2015
Net sales	$	1,247.3		$	3,835.8
Net income (loss)		(48.1	)		57.2
Net income (loss) per diluted share		(0.25	)		0.29

These pro forma results reflect adjustments for net interest expense for the debt related to the acquisition; depreciation expense for property, plant and equipment that has been adjusted to its estimated fair value; amortization for intangible assets with finite lives identified separate from goodwill; equity-based compensation for equity awards issued to BNS employees; and the related income tax impacts of these adjustments.

These pro forma results for the three and nine months ended September 2015, exclude $59.8 million and $80.1 million, respectively, of integration and transaction costs related to the BNS acquisition and $30.5 million of additional cost of goods sold related to the inventory mark up included in the purchase price allocation as these costs are nonrecurring to the Company.

Airvana

On October 1, 2015, the Company acquired the assets and assumed certain liabilities of Airvana LP (Airvana), a provider of small cell solutions for wireless networks. The Company paid $45.1 million ($44.5 million net of cash acquired), including $1.0 million that was paid during the three months ended September 30, 2016.  Airvana provides 4G LTE and 3G small cell solutions that enable communication and access to information and entertainment in challenging and high-value environments, such as office buildings and public venues.  Net sales of Airvana products reflected in the Condensed Consolidated Statements of Operations and Comprehensive Income (Loss) were $4.1 million and $10.4 million for the three and nine months ended September 30, 2016, respectively, and are reported in the CMS segment.

The allocation of the purchase price, based on estimates of the fair values of assets acquired and liabilities assumed, is as follows (in millions):

	Estimated Fair Value
Cash and cash equivalents	$	0.6
Accounts receivable		4.2
Other assets		3.8
Property, plant and equipment		2.5
Goodwill		20.4
Identifiable intangible assets		19.1
Less: Liabilities assumed		(5.5	)
Net acquisition cost	$	45.1

The goodwill arising from the purchase price allocation of the Airvana acquisition is believed to result from the company’s reputation in the marketplace and assembled workforce and is expected to be deductible for income tax purposes.

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Goodwill

9 Months Ended

Sep. 30, 2016

Goodwill And Intangible Assets Disclosure [Abstract]

Goodwill

3. GOODWILL

As a result of the change in segments, goodwill was reallocated from the previous segments to the new segments. The following table presents goodwill after the reallocation to the new reportable segments (in millions):

	CCS			CMS			Total
Goodwill, gross, as of December 31, 2015	$	1,986.6		$	899.7		$	2,886.3
Adjustments to preliminary purchase price		107.7			4.4			112.1
Foreign exchange		16.4			(0.6	)		15.8
Goodwill, gross, as of September 30, 2016		2,110.7			903.5			3,014.2
Accumulated impairment charges as of December 31, 2015		(36.2	)		(159.5	)		(195.7	)
Impairment charges		(15.3	)		—			(15.3	)
Accumulated impairment charges as of September 30, 2016		(51.5	)		(159.5	)		(211.0	)
Goodwill, net, as of September 30, 2016	$	2,059.2		$	744.0		$	2,803.2

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Supplemental Financial Statement Information

9 Months Ended

Sep. 30, 2016

Organization Consolidation And Presentation Of Financial Statements [Abstract]

Supplemental Financial Statement Information

4. SUPPLEMENTAL FINANCIAL STATEMENT INFORMATION

Inventories

	September 30, 2016		December 31, 2015
Raw materials	$	126,094	$	114,329
Work in process		136,219		131,030
Finished goods		213,366		196,456
	$	475,679	$	441,815

Investments

The Company owns shares of Hydrogenics Corporation (Hydrogenics), a publicly traded company that supplies hydrogen generators and hydrogen-based power modules and fuel cells for various uses. These shares are accounted for as available-for-sale securities and are carried at fair value with changes in fair value recorded, net of tax, in other comprehensive income (loss). The Company also has a $15.0 million non-controlling interest (cost method investment) in Kaiam Corporation, a developer of photonic integrated circuit products. Investments are recorded in other noncurrent assets on the Condensed Consolidated Balance Sheets.

The following table presents information related to the Company’s investment in Hydrogenics:

	September 30, 2016		December 31, 2015
Shares owned		1,184		1,332
Cost basis	$	887	$	997
Fair value	$	7,771	$	11,683
Pretax unrealized gain in accumulated other comprehensive    income (loss)	$	6,884	$	10,685

The following table provides information related to the sale of shares in Hydrogenics:

	Three Months Ended				Nine Months Ended
	September 30,				September 30,
	2016		2015		2016		2015
Shares sold		—		—		148		202
Proceeds received	$	—	$	—	$	1,291	$	2,817
Pretax gain realized	$	—	$	—	$	1,181	$	2,666

Gains on the sale of Hydrogenics shares are recorded in other expense, net on the Condensed Consolidated Statements of Operations and Comprehensive Income (Loss).

Other Accrued Liabilities

	September 30, 2016		December 31, 2015
Compensation and employee benefit liabilities	$	156,403	$	108,852
Deferred revenue		38,858		23,811
Product warranty accrual		21,777		17,964
Accrued interest		54,300		12,468
Restructuring reserve		20,887		24,480
Income taxes payable		85,877		38,417
Value-added taxes payable		15,244		24,880
Accrued professional fees		10,010		14,303
Other		94,421		106,568
	$	497,777	$	371,743

Accumulated Other Comprehensive Loss

The following table presents changes in accumulated other comprehensive income (AOCI), net of tax, and accumulated other comprehensive loss (AOCL), net of tax:

	Three Months Ended September 30,						Nine Months Ended September 30,
	2016			2015			2016			2015
Foreign currency translation
Balance, beginning of period	$	(160,927	)	$	(98,333	)	$	(160,620	)	$	(80,483	)
Other comprehensive income (loss)		8,604			(22,835	)		7,991			(40,563	)
Amounts reclassified from AOCL		6			—			312			(122	)
Balance, end of period	$	(152,317	)	$	(121,168	)	$	(152,317	)	$	(121,168	)
Pension and other postretirement benefit activity
Balance, beginning of period	$	(20,702	)	$	(18,130	)	$	(17,567	)	$	(14,957	)
Other comprehensive income (loss)		345			—			(1,385	)		—
Amounts reclassified from AOCL		(721	)		(1,566	)		(2,126	)		(4,739	)
Balance, end of period	$	(21,078	)	$	(19,696	)	$	(21,078	)	$	(19,696	)
Available-for-sale securities
Balance, beginning of period	$	4,375		$	7,756		$	6,509		$	11,892
Other comprehensive loss		(257	)		(1,737	)		(1,652	)		(4,225	)
Amounts reclassified from AOCI		—			—			(739	)		(1,648	)
Balance, end of period	$	4,118		$	6,019		$	4,118		$	6,019
Net AOCL, end of period	$	(169,277	)	$	(134,845	)	$	(169,277	)	$	(134,845	)

Amounts reclassified from net AOCL related to foreign currency translation and available-for-sale securities are recorded in other expense, net in the Condensed Consolidated Statements of Operations and Comprehensive Income (Loss).  Pension and other postretirement benefit plan amounts reclassified from net AOCL are included in the computation of net periodic benefit income and are primarily recorded in cost of sales and selling, general and administrative expenses in the Condensed Consolidated Statements of Operations and Comprehensive Income (Loss).

Cash Flow Information

	Nine Months Ended September 30,
	2016		2015
Cash paid during the period for:
Income taxes, net of refunds	$	73,752	$	95,909
Interest	$	157,024	$	82,526

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Financing

9 Months Ended

Sep. 30, 2016

Debt Disclosure [Abstract]

Financing

5. FINANCING

	September 30, 2016			December 31, 2015
6.00% senior notes due June 2025	$	1,500,000		$	1,500,000
5.50% senior notes due June 2024		650,000			650,000
5.00% senior notes due June 2021		650,000			650,000
Senior PIK toggle notes due June 2020		—			536,630
4.375% senior secured notes due June 2020		500,000			500,000
Senior secured term loan due December 2022		1,237,500			1,246,875
Senior secured term loan due January 2018		261,875			261,875
Senior secured revolving credit facility expires May 2020		—			—
Other		—			19
Total face value of debt	$	4,799,375		$	5,345,399
Less: Original issue discount, net of amortization		(3,484	)		(4,234	)
Less: Debt issuance costs, net of amortization		(81,905	)		(97,514	)
Less: Current portion		(12,500	)		(12,520	)
Total long-term debt	$	4,701,486		$	5,231,131

See Note 6 in the Notes to Consolidated Financial Statements in the 2015 Annual Report for additional information on the terms and conditions of the 6.00% senior notes (the 2025 Notes), the 5.50% senior notes (the 2024 Notes), the 5.00% senior notes (the 2021 Notes), the 6.625%/7.375% senior payment-in-kind toggle notes (the senior PIK toggle notes), the 4.375% senior secured notes (the 2020 Notes) and the senior secured term loans and credit facility.

Senior PIK Toggle Notes

In June 2016, the Company voluntarily redeemed $300.0 million of the senior PIK toggle notes. In August 2016, the Company voluntarily redeemed the remaining $236.6 million of the senior PIK toggle notes. The redemptions resulted in charges of $7.8 million and $17.7 million for the three and nine months ended September 30, 2016, respectively, which were reflected in other expense, net. In connection with the redemptions, $2.6 million and $6.1 million of debt issuance costs were written off and included in interest expense for the three and nine months ended September 30, 2016, respectively.  

Senior Secured Credit Facilities

During the three and nine months ended September 30, 2016, the Company repaid $3.1 million and $9.4 million, respectively, of its senior secured term loans. No portion of the senior secured term loans was reflected as a current portion of long-term debt as of September 30, 2016 related to the potentially required excess cash flow payment because the amount that may be payable in 2017, if any, cannot currently be reliably estimated. There was no excess cash flow payment required in 2016 related to 2015.

During the nine months ended September 30, 2016, the Company did not borrow under its revolving credit facility.  As of September 30, 2016, the Company had availability of approximately $430.9 million under the asset-based revolving credit facility, after giving effect to borrowing base limitations and outstanding letters of credit.

Other Matters

The Company’s non-guarantor subsidiaries held approximately $2,369 million, or 32%, of total assets and approximately $603 million, or 10%, of total liabilities as of September 30, 2016 and accounted for approximately $526 million, or 41%, and $1,586 million, or 42%, of net sales for the three and nine months ended September 30, 2016, respectively. As of December 31, 2015, the non-guarantor subsidiaries held approximately $2,848 million, or 38%, of total assets and approximately $468 million, or 8%, of total liabilities. For the three and nine months ended September 30, 2015, the non-guarantor subsidiaries accounted for approximately $420 million, or 43%, and $1,173 million, or 44%, of net sales, respectively. All amounts presented exclude intercompany balances.

CommScope, Inc., a direct wholly owned subsidiary of the Company, is a guarantor of the 2025 Notes and the issuer of each of the 2024 Notes, the 2021 Notes and the 2020 Notes. The balance sheet and income statement amounts for CommScope, Inc. are substantially identical to those of the Company other than interest expense, other expense and total debt. Interest expense for CommScope, Inc. does not reflect the interest expense incurred in connection with the senior PIK toggle notes.  For the three months ended September 30, 2016 and 2015, interest expense related to the senior PIK toggle notes was $5.2 million ($3.3 million net of tax) and $9.5 million ($6.1 million net of tax), respectively. For the nine month periods ended September 30, 2016 and 2015, interest expense related to the senior PIK toggle notes was $25.6 million ($16.2 million net of tax) and $28.5 million ($18.2 million net of tax), respectively. For the three and nine months ended September 30, 2016, other expense, net included redemption premium charges of $7.8 million ($5.0 million net of tax) and $17.7 million ($11.3 million net of tax), respectively. Total debt for CommScope, Inc. and its subsidiaries as of September 30, 2016 was $4,714.0 million.

The weighted average effective interest rate on outstanding borrowings, including the amortization of debt issuance costs and original issue discount, was 5.32% and 5.50% at September 30, 2016 and December 31, 2015, respectively.

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Derivatives and Hedging Activities

9 Months Ended

Sep. 30, 2016

Derivative Instruments And Hedging Activities Disclosure [Abstract]

Derivatives and Hedging Activities

6. DERIVATIVES AND HEDGING ACTIVITIES

The Company uses forward contracts to hedge a portion of its balance sheet foreign exchange re-measurement risk and to hedge certain planned foreign currency expenditures. As of September 30, 2016, the Company had foreign exchange contracts outstanding with maturities of up to seven months and aggregate notional values of $292 million (based on exchange rates as of September 30, 2016).  Unrealized gains and losses resulting from these contracts are recognized in other expense, net and partially offset corresponding foreign exchange gains and losses on the balances and expenditures being hedged. These instruments are not held for speculative or trading purposes and are not designated as hedges for hedge accounting and are marked to market each period through earnings.

The following table presents the balance sheet location and fair value of the Company’s derivatives:

		Fair Value of Asset (Liability)
	Balance Sheet Location	September 30, 2016			December31, 2015
Foreign currency contracts	Prepaid expenses and other current assets	$	673		$	1,051
Foreign currency contracts	Other accrued liabilities		(1,398	)		(5,945	)
Total derivatives not designated as    hedging instruments		$	(725	)	$	(4,894	)

The pretax impact of these foreign currency forward contracts, both matured and outstanding, on the Condensed Consolidated Statements of Operations and Comprehensive Income (Loss) is as follows:

Foreign Currency Forward Contracts	Location of Loss	Loss Recognized
Three Months Ended September 30, 2016	Other expense, net	$	(262	)
Three Months Ended September 30, 2015	Other expense, net	$	(5,871	)
Nine Months Ended September 30, 2016	Other expense, net	$	(7,051	)
Nine Months Ended September 30, 2015	Other expense, net	$	(7,035	)

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Fair Value Measurements

9 Months Ended

Sep. 30, 2016

Fair Value Disclosures [Abstract]

Fair Value Measurements

7. FAIR VALUE MEASUREMENTS

The Company’s financial instruments consist primarily of cash and cash equivalents, trade receivables, trade payables, available-for-sale securities, debt instruments and foreign currency contracts. For cash and cash equivalents, trade receivables and trade payables, the carrying amounts of these financial instruments as of September 30, 2016 and December 31, 2015 were considered representative of their fair values due to their short terms to maturity. The fair value of the Company’s available-for-sale securities was based on quoted market prices. The fair values of the Company’s debt instruments and foreign currency contracts were based on indicative quotes.

Fair value measurements using quoted prices in active markets for identical assets and liabilities fall within Level 1 of the fair value hierarchy, measurements using significant other observable inputs fall within Level 2, and measurements using significant unobservable inputs fall within Level 3.

The carrying amounts, estimated fair values and valuation input levels of the Company’s available-for-sale securities, foreign currency contracts and debt instruments as of September 30, 2016 and December 31, 2015, are as follows:

	September 30, 2016				December 31, 2015
	Carrying Amount		Fair Value		Carrying Amount		Fair Value		Valuation Inputs
Assets:
Available-for-sale securities	$	7,771	$	7,771	$	11,683	$	11,683	Level 1
Foreign currency contracts		673		673		1,051		1,051	Level 2
Liabilities:
6.00% senior notes due 2025		1,500,000		1,599,450		1,500,000		1,430,700	Level 2
5.50% senior notes due 2024		650,000		680,875		650,000		617,500	Level 2
5.00% senior notes due 2021		650,000		672,750		650,000		619,125	Level 2
Senior PIK toggle notes due 2020		-		-		536,630		544,679	Level 2
4.375% senior secured notes due 2020		500,000		516,250		500,000		500,000	Level 2
Senior secured term loan due 2022, at par		1,237,500		1,252,969		1,246,875		1,243,727	Level 2
Senior secured term loan due 2018, at par		261,875		263,021		261,875		260,068	Level 2
Foreign currency contracts		1,398		1,398		5,945		5,945	Level 2

Non-Recurring Fair Value Measurements

During the three months ended September 30, 2016, the Company recorded a pretax intangible impairment charge of $7.4 million as described in Note 1.  The valuation supporting the impairment charge is based on Level 3 valuation inputs.

In the first quarter of 2016, the Company recorded a pretax goodwill impairment charge of $15.3 million due to the change in reportable segments as described in Note 1. The valuation supporting the goodwill impairment charge is based on Level 3 valuation inputs.

These fair value estimates are based on pertinent information available to management as of the date made.  Although management is not aware of any factors that would significantly affect these fair value estimates, such amounts have not been comprehensively revalued for purposes of these financial statements since those dates, and current estimates of fair value may differ significantly from the amounts presented.

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Segments and Geographic Information

9 Months Ended

Sep. 30, 2016

Segment Reporting [Abstract]

Segments and Geographic Information

8. SEGMENTS AND GEOGRAPHIC INFORMATION

As of January 1, 2016, the Company reorganized its internal management and reporting structure as part of the integration of the BNS acquisition. The reorganization changed the information regularly reviewed by the Company’s chief operating decision maker for purposes of allocating resources and assessing performance. As a result, the Company is reporting financial performance for the 2016 fiscal year based on its new operating segments: CommScope Connectivity Solutions (CCS) and CommScope Mobility Solutions (CMS).  Both CCS and CMS represent non-aggregated reportable operating segments. All prior period amounts below have been recast to reflect these operating segment changes.

The CCS segment provides connectivity and network intelligence for indoor and outdoor network applications.  Indoor network solutions are found in commercial buildings and in the network core, which includes data centers, central offices and cable television headends. These solutions include optical fiber and twisted pair structured cabling applications, intelligent infrastructure software, network rack and cabinet enclosures, patch cords and panels, network design services, central office connectivity and equipment and headend solutions for the network core. Outdoor network solutions are found in access networks and include coaxial cabling and fiber-optic connectivity solutions, which include a robust portfolio of fiber optic connectors and fiber management systems.

The CMS segment provides radio frequency (RF) wireless network connectivity solutions and DAS and small cell solutions to enable carriers’ 2G, 3G and 4G networks. These solutions enable wireless operators to deploy macro cell site, metro cell site, DAS and small cell solutions to meet coverage and capacity requirements. The CMS segment focuses on all aspects of the radio access network (RAN) from the macro through the metro, to the indoor layer. Macro cell solutions can be found at wireless tower sites and on rooftops and include base station antennas, microwave antennas, hybrid fiber-feeder and power cables, coaxial cables, connectors and filters. Metro cell solutions can be found on street poles and on other urban, outdoor structures and include RF delivery and connectivity solutions, equipment housing and concealment. These fully integrated outdoor systems consist of specialized antennas, filters/combiners, backhaul solutions, intra-system cabling and power distribution, all minimized to fit an urban environment. The DAS and small cell solutions allow wireless operators to increase spectral efficiency and thereby extend and enhance cellular coverage and capacity in challenging network conditions such as commercial buildings, urban areas, stadiums and transportation systems.

The following table provides summary financial information by reportable segment (in millions):

	September 30, 2016		December 31, 2015
Identifiable segment-related assets:
CCS	$	4,729.1	$	4,642.0
CMS		2,127.7		2,258.8
Total identifiable segment-related assets		6,856.8		6,900.8
Reconciliation to total assets:
Cash and cash equivalents		517.3		562.9
Deferred income tax assets		37.5		38.9
Total assets	$	7,411.6	$	7,502.6

The following table provides net sales, operating income (loss), depreciation and amortization by reportable segment (in millions):

	Three Months Ended					Nine Months Ended
	September 30,					September 30,
	2016		2015			2016		2015
Net sales:
CCS	$	819.2	$	489.0		$	2,284.2	$	1,170.2
CMS		474.7		483.6			1,460.5		1,495.1
Consolidated net sales	$	1,293.9	$	972.6		$	3,744.7	$	2,665.3
Operating income (loss):
CCS (1)	$	104.8	$	(33.9	)	$	247.8	$	34.0
CMS (2)		75.9		(8.6	)		207.5		126.0
Consolidated operating income (loss)	$	180.7	$	(42.5	)	$	455.3	$	160.0
Depreciation:
CCS	$	13.7	$	8.0		$	40.3	$	16.9
CMS		6.5		7.6			19.9		21.8
Consolidated depreciation	$	20.2	$	15.6		$	60.2	$	38.7
Amortization (3):
CCS	$	49.4	$	30.8		$	148.3	$	74.1
CMS		25.2		23.5			76.0		69.6
Consolidated amortization	$	74.6	$	54.3		$	224.3	$	143.7

(1) Operating income (loss) for the three months ended September 30, 2016 and 2015 included impairment charges of $7.4 million and $10.9 million, respectively. Impairment charges for the nine months ended September 30, 2016 and 2015 were $22.7 million and $10.9 million, respectively. Operating income (loss) for the three months ended September 30, 2016 and 2015 included integration and transaction costs of $14.6 million and $57.1 million, respectively. Integration and transaction costs for the nine months ended September 30, 2016 and 2015 were $42.1 million and $68.6 million, respectively. Operating income (loss) for the three months ended September 30, 2016 and 2015 included restructuring charges of $8.4 million and $4.1 million, respectively. Restructuring charges for the nine months ended September 30, 2016 and 2015 were $16.1 million and $5.2 million, respectively. Operating loss for the three months ended September 30, 2015 included purchase accounting charges related to the mark-up on inventory of $29.2 million. Purchase accounting charges for the nine months ended September 30, 2016 and 2015 were $0.6 million and $29.3 million, respectively.

(2) Operating income (loss) for the three and nine months ended September 30, 2015 included impairment charges of $74.4 million. Operating income (loss) for the three months ended September 30, 2016 and 2015 included integration and transaction costs of $0.2 million and $3.8 million, respectively. Integration and transaction costs for the nine months ended September 30, 2016 and 2015 were $2.9 million and $13.5 million, respectively. Operating income (loss) for the three months ended September 30, 2016 and 2015 included restructuring charges of $2.5 million and $2.8 million, respectively. Restructuring charges for the nine months ended September 30, 2016 and 2015 were $8.4 million and $5.4 million, respectively.

(3) Excludes amortization of debt issuance costs and original issue discount.

Sales to customers located outside of the U.S. comprised 45.0% and 46.3% of total net sales for the three and nine months ended September 30, 2016, respectively, compared to 48.9% and 50.2% for the three and nine months ended September 30, 2015, respectively. Sales by geographic region, based on the destination of product shipments, were as follows (in millions):

	Three Months Ended				Nine Months Ended
	September 30,				September 30,
	2016		2015		2016		2015
United States	$	712.2	$	497.3	$	2,011.2	$	1,326.9
Europe, Middle East and Africa		233.9		196.4		693.4		533.1
Asia Pacific		245.9		187.0		736.2		537.4
Central and Latin America		69.2		65.6		212.4		197.3
Canada		32.7		26.3		91.5		70.6
Consolidated net sales	$	1,293.9	$	972.6	$	3,744.7	$	2,665.3

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Restructuring Costs

9 Months Ended

Sep. 30, 2016

Restructuring And Related Activities [Abstract]

Restructuring Costs

9. RESTRUCTURING COSTS

Prior to the acquisition of the BNS business, the Company initiated restructuring actions to realign and lower its cost structure primarily through workforce reductions and other cost reduction initiatives, including the cessation of manufacturing operations at various facilities. Production capacity from these facilities has been shifted to other existing facilities or unaffiliated suppliers. These actions are referred to as cost alignment restructuring actions.  Following the acquisition of BNS in 2015, the Company initiated a series of restructuring actions to integrate the BNS operations (BNS integration restructuring actions) to achieve cost synergies. All charges related to these restructuring actions are reported in restructuring costs, net.

The Company’s net pretax restructuring charges, by segment, were as follows:

	Three Months Ended				Nine Months Ended
	September 30,				September 30,
	2016		2015		2016		2015
CCS	$	8,362	$	4,108	$	16,062	$	5,185
CMS		2,464		2,760		8,441		5,448
Total	$	10,826	$	6,868	$	24,503	$	10,633

Employee-related costs include the expected severance costs and related benefits as well as one-time severance benefits that are accrued over the remaining period employees are required to work in order to receive such benefits.

Lease termination costs relate to the discounted cost of unused leased facilities, net of anticipated sub-rental income.

Fixed asset related costs include non-cash impairments or fixed asset disposals associated with restructuring actions in addition to the cash costs to uninstall, pack, ship and reinstall manufacturing equipment and the costs to prepare the receiving facility to accommodate relocated equipment. These costs are expensed as incurred.

The activity within the liability established for the cost alignment restructuring actions was as follows:

	Employee- Related Costs			Lease Termination Costs			Fixed Asset Related Costs			Total
Balance as of June 30, 2016	$	452		$	6,496		$	—		$	6,948
Additional charge recorded		126			48			—			174
Cash paid		(129	)		(433	)		—			(562	)
Foreign exchange and other non-cash items		2			—			—			2
Balance as of September 30, 2016	$	451		$	6,111		$	—		$	6,562
Balance as of December 31, 2015	$	1,005		$	7,370		$	—		$	8,375
Additional charge recorded		100			223			(203	)		120
Cash paid		(681	)		(1,482	)		—			(2,163	)
Consideration received		—			—			3,656			3,656
Foreign exchange and other non-cash items		27			—			(3,453	)		(3,426	)
Balance as of September 30, 2016	$	451		$	6,111		$	—		$	6,562

The Company has recognized restructuring charges of $89.0 million since January 2011 for cost alignment restructuring actions. Additional pretax costs of $0.5 million to $1.0 million are expected to be incurred to complete these previously announced initiatives. Cash payments of $0.5 million to $1.0 million are expected during the remainder of 2016 with additional payments of $6.5 million to $7.0 million between 2017 and 2022.

The activity within the liability established for the BNS integration restructuring actions was as follows:

	Employee- Related Costs			Lease Termination Costs		Fixed Asset Related Costs			Total
Balance as of June 30, 2016	$	21,257		$	—	$	—		$	21,257
Additional charge recorded		10,900			249		(497	)		10,652
Cash paid		(8,517	)		—		(856	)		(9,373	)
Foreign exchange and other non-cash items		(21	)		—		1,353			1,332
Balance as of September 30, 2016	$	23,619		$	249	$	—		$	23,868
Balance as of December 31, 2015	$	28,714		$	—	$	—		$	28,714
Additional charge recorded		19,923			249		4,211			24,383
Cash paid		(24,852	)		—		(2,600	)		(27,452	)
Foreign exchange and other non-cash items		(166	)		—		(1,611	)		(1,777	)
Balance as of September 30, 2016	$	23,619		$	249	$	—		$	23,868

The BNS integration actions include the announced closure or reduction in activities at various U.S. and international facilities as well as headcount reductions in sales, marketing and administrative functions. The Company has recognized restructuring charges of $48.2 million since the acquisition date for BNS integration actions. Additional pretax costs of $0.1 million to $0.5 million are expected to be incurred to complete the previously announced BNS integration initiatives. Cash payments of $9.0 million to $10.0 million are expected during the remainder of 2016 with additional payments of $14.0 million to $15.0 million between 2017 and 2019. Additional restructuring charges related to BNS restructuring actions are expected and the resulting amounts may be material.

Restructuring reserves related to all actions were included in the Company’s Condensed Consolidated Balance Sheets as follows:

	September 30, 2016		December 31, 2015
Other accrued liabilities	$	20,887	$	24,480
Other noncurrent liabilities		9,543		12,609
Total liability	$	30,430	$	37,089

As a result of restructuring and consolidation actions, the Company owns unutilized real estate at various facilities in the U.S. and internationally. The Company is attempting to sell or lease this unutilized space. Additional impairment charges may be incurred related to these or other excess assets.

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Employee Benefit Plans

9 Months Ended

Sep. 30, 2016

Compensation And Retirement Disclosure [Abstract]

Employee Benefit Plans

10. EMPLOYEE BENEFIT PLANS

	Pension Benefits												Other Postretirement Benefits
	Three Months Ended												Three Months Ended
	September 30,												September 30,
	U.S. Plans						Non-U.S. Plans						U.S. Plans
	2016			2015			2016			2015			2016			2015
Service cost	$	—		$	—		$	821		$	429		$	1		$	7
Interest cost		1,620			1,647			1,189			1,480			135			161
Recognized actuarial loss (gain)		236			191			26			13			(346	)		(283	)
Amortization of prior service credit		—			—			—			—			(1,055	)		(2,457	)
Expected return on plan assets		(1,750	)		(1,882	)		(2,146	)		(1,932	)		—			—
Net periodic benefit cost (income)	$	106		$	(44	)	$	(110	)	$	(10	)	$	(1,265	)	$	(2,572	)

	Nine Months Ended												Nine Months Ended
	September 30,												September 30,
	U.S. Plans						Non-U.S. Plans						U.S. Plans
	2016			2015			2016			2015			2016			2015
Service cost	$	—		$	—		$	4,013		$	645		$	3		$	21
Interest cost		4,860			4,879			4,685			4,131			405			483
Recognized actuarial loss (gain)		708			506			82			39			(1,038	)		(849	)
Amortization of prior service credit		—			—			—			—			(3,165	)		(7,372	)
Expected return on plan assets		(5,250	)		(5,643	)		(6,726	)		(5,135	)		—			—
Net periodic benefit cost (income)	$	318		$	(258	)	$	2,054		$	(320	)	$	(3,795	)	$	(7,717	)

The Company contributed $3.4 million and $7.9 million to the defined benefit pension plans and postretirement benefit plans during the three and nine months ended September 30, 2016, respectively. During the remainder of 2016, the Company anticipates making additional contributions of approximately $0.8 million to the defined benefit plans. 

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Stockholders' Equity

9 Months Ended

Sep. 30, 2016

Equity [Abstract]

Stockholders' Equity

11. STOCKHOLDERS’ EQUITY

Equity-Based Compensation Plans

As of September 30, 2016, $63.3 million of unrecognized compensation costs related to unvested stock options, restricted stock unit awards (RSUs) and performance share units (PSUs) are expected to be recognized over a remaining weighted average period of 1.5 years. There were no significant capitalized equity-based compensation costs at September 30, 2016.

In March 2016, the Company modified certain equity-based compensation awards to extend the exercise period in the case of retirement, death or disability. This modification resulted in a change in the fair value of certain stock option awards. The incremental compensation cost that resulted from the modification was $1.6 million which was fully recognized at the time of the modification.

The following table shows a summary of the equity-based compensation expense included in the Condensed Consolidated Statements of Operations and Comprehensive Income (Loss):

	Three Months Ended				Nine Months Ended
	September 30,				September 30,
	2016		2015		2016		2015
Selling, general and administrative	$	6,409	$	4,324	$	20,306	$	16,038
Cost of sales		1,104		761		3,551		2,821
Research and development		862		592		2,764		2,196
Total equity-based compensation expense	$	8,375	$	5,677	$	26,621	$	21,055

Stock Options

Stock options are awards that allow the recipient to purchase shares of the Company’s common stock at a fixed price. Stock options are granted at an exercise price equal to the Company’s stock price at the date of grant. These awards generally vest over one to five years following the grant date and have a contractual term of ten years.

The following table summarizes the stock option activity (in thousands, except per share amounts):

	Shares			Weighted Average Option Exercise Price Per Share		Weighted Average Remaining Contractual Term in Years		Aggregate Intrinsic Value
Options outstanding as of  June 30, 2016		6,625		$	10.10
Granted		11		$	29.59
Exercised		(234	)	$	7.03
Forfeited		(34	)	$	21.07
Options outstanding as of September 30, 2016		6,368		$	10.19		5.0	$	127,299
Options outstanding as of December 31, 2015		7,458		$	8.81
Granted		385		$	25.08
Exercised		(1,246	)	$	6.93
Forfeited		(229	)	$	8.02
Options outstanding as of September 30, 2016		6,368		$	10.19		5.0	$	127,299
Options exercisable at September 30, 2016		5,497		$	7.49		4.4	$	124,378
Options expected to vest at September 30, 2016		868		$	27.28		8.6	$	2,910

The exercise prices of outstanding options at September 30, 2016 were in the following ranges:

	Options Outstanding						Options Exercisable
Range of Exercise Prices	Shares (in thousands)		Weighted Average Remaining Contractual Life (in years)		Weighted Average Exercise Price Per Share		Shares (in thousands)		Weighted Average Exercise Price Per Share
$2.96 to $5.35		380		2.5	$	2.96		380	$	2.96
$5.36 to $5.67		342		5.3	$	5.57		327	$	5.57
$5.68 to $8.54		3,312		4.3	$	5.74		3,312	$	5.74
$8.55 to $8.90		1,032		3.8	$	8.61		1,032	$	8.61
$8.91 to $23.00		462		7.3	$	22.55		426	$	22.91
$23.01 to $33.12		840		8.7	$	28.07		20	$	28.90
$2.96 to $33.12		6,368		5.0	$	10.19		5,497	$	7.49

The Company uses the Black-Scholes model to estimate the fair value of stock option awards at the date of grant.  Key inputs and assumptions used in the model include the grant date fair value of common stock, exercise price of the award, the expected option term, stock price volatility, the risk-free interest rate and the Company’s projected dividend yield.  The Company believes that the valuation technique and the approach utilized to develop the underlying assumptions are appropriate in estimating the fair values of its stock options.  Estimates of fair value are not intended to predict actual future events or the value ultimately realized by employees who receive equity awards.  Subsequent events are not indicative of the reasonableness of the original estimates of fair value made by the Company.

The following table presents the weighted average assumptions used to estimate the fair value of stock option awards granted.

	Three Months Ended						Nine Months Ended
	September 30,						September 30,
	2016			2015			2016			2015
Expected option term (in years)		6.0			5.0			6.0			5.6
Risk-free interest rate		1.2	%		1.5	%		1.4	%		1.6	%
Expected volatility		50.0	%		43.0	%		50.0	%		43.0	%
Weighted average exercise price	$	29.59		$	27.69		$	25.08		$	29.38
Weighted average fair value at grant date	$	14.17		$	14.34		$	12.09		$	13.74

Performance Share Units

PSUs are stock awards in which the number of shares ultimately received by the employee depends on Company performance against specified targets. Such awards vest over three years and the number of shares issued can vary from 0% to 150% of the number of PSUs granted depending on performance. The fair value of each PSU is determined on the date of grant based on the Company’s stock price. Over the performance period, the number of shares that are expected to be issued is adjusted upward or downward based upon the probable achievement of performance targets. The ultimate number of shares issued and the related compensation cost recognized will be based on the final performance metrics compared to the targets specified in the grants.

The following table summarizes the PSU activity (in thousands, except per share data):

	Performance Share Units			Weighted Average Grant Date Fair Value Per Share
Non-vested share units at June 30, 2016		444		$	27.24
Granted		5		$	29.59
Forfeited		(9	)	$	30.76
Non-vested share units at September 30, 2016		440		$	27.20
Non-vested share units at December 31, 2015		175		$	30.76
Granted		274		$	25.05
Forfeited		(9	)	$	30.76
Non-vested share units at September 30, 2016		440		$	27.20

Restricted Stock Units

RSUs entitle the holder to shares of common stock after a vesting period that generally ranges from one to three years. The fair value of the awards is determined on the grant date based on the Company’s stock price.

The following table summarizes the RSU activity (in thousands, except per share data):

	Restricted Stock Units			Weighted Average Grant Date Fair Value Per Share
Non-vested share units at June 30, 2016		2,760		$	26.69
Granted		5		$	29.59
Vested and shares issued		(22	)	$	31.80
Forfeited		(66	)	$	26.49
Non-vested share units at September 30, 2016		2,677		$	26.66
Non-vested share units at December 31, 2015		1,567		$	29.37
Granted		1,628		$	25.05
Vested and shares issued		(370	)	$	30.89
Forfeited		(148	)	$	27.07
Non-vested share units at September 30, 2016		2,677		$	26.66

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Subsequent Events

9 Months Ended

Sep. 30, 2016

Subsequent Events [Abstract]

Subsequent Events

12. SUBSEQUENT EVENTS

In October 2016, the Company amended its senior secured term loan due December 2022 to reduce the margin on the interest rate from 3.0% to 2.5%. The 0.75% LIBOR floor remained unchanged. In connection with this amendment, the Company recorded $3.1 million of additional original issue discount (OID) and expects to pay fees of approximately $1.5 million.

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Background and Basis of Presentation (Policies)

9 Months Ended

Sep. 30, 2016

Accounting Policies [Abstract]

Basis of Presentation

Basis of Presentation

The Condensed Consolidated Balance Sheet as of September 30, 2016, the Condensed Consolidated Statements of Operations and Comprehensive Income (Loss) for the three and nine months ended September 30, 2016 and 2015, and the Condensed Consolidated Statements of Cash Flows and Stockholders’ Equity for the nine months ended September 30, 2016 and 2015 are unaudited and reflect all adjustments of a normal recurring nature that are, in the opinion of management, necessary for a fair presentation of the interim period financial statements. The results of operations for these interim periods are not necessarily indicative of the results of operations to be expected for any future period or the full fiscal year.

The BNS business results of operations that are reported in the Company’s unaudited condensed consolidated financial statements for the three and nine months ended September 30, 2016 are for the fiscal periods June 25, 2016 through September 30, 2016 and December 26, 2015 through September 30, 2016, respectively. The BNS business results for the three months ended September 30, 2016 include fourteen weeks compared to thirteen weeks in each of the first two quarters of 2016. The BNS business results of operations that are reported in the Company’s unaudited condensed consolidated financial statements for the three and nine months ended September 30, 2015 are from August 28, 2015, the date of acquisition, through their fiscal period ended September 25, 2015.

The unaudited interim condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (U.S. GAAP) for interim financial information and are presented in accordance with the applicable requirements of Regulation S-X. Accordingly, these financial statements do not include all of the information and notes required by U.S. GAAP for complete financial statements. The significant accounting policies followed by the Company are set forth in Note 2 within the Company’s audited consolidated financial statements included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2015 (the 2015 Annual Report). There were no changes in the Company’s significant accounting policies during the three or nine months ended September 30, 2016. These interim condensed consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements.

Concentrations of Risk and Related Party Transactions

Concentrations of Risk and Related Party Transactions

Net sales to Anixter International Inc. and its affiliates (Anixter) accounted for 11% of the Company’s total net sales during the three and nine months ended September 30, 2016. Net sales to Anixter accounted for 13% of the Company’s total net sales during the three and nine months ended September 30, 2015. Sales to Anixter primarily originate within the CCS segment. Other than Anixter, no other direct customer accounted for 10% or more of the Company’s total net sales for the three or nine months ended September 30, 2016 or 2015.

Accounts receivable from Anixter and Verizon Communications Inc. (Verizon) each represented approximately 11% of accounts receivable as of September 30, 2016. Other than Anixter and Verizon, no direct customer accounted for more than 10% of the Company’s accounts receivable as of September 30, 2016.

As of September 30, 2016, funds affiliated with The Carlyle Group (Carlyle) owned 10.2% of the outstanding shares of CommScope.

Product Warranties

Product Warranties

The Company recognizes a liability for the estimated claims that may be paid under its customer warranty agreements to remedy potential deficiencies of quality or performance of the Company’s products. These product warranties extend over periods ranging from one to twenty-five years from the date of sale, depending upon the product subject to the warranty.The Company records a provision for estimated future warranty claims as cost of sales based upon the historical relationship of warranty claims to sales and specifically-identified warranty issues. The Company bases its estimates on assumptions that are believed to be reasonable under the circumstances and revises its estimates, as appropriate, when events or changes in circumstances indicate that revisions may be necessary. Such revisions may be material.

The following table summarizes the activity in the product warranty accrual, included in other accrued liabilities:

	Three Months Ended						Nine Months Ended
	September 30,						September 30,
	2016			2015			2016			2015
Product warranty accrual, beginning of period	$	18,356		$	15,194		$	17,964		$	17,054
Accrual assumed in BNS acquisition		—			1,900			—			1,900
Provision for warranty claims		3,435			2,054			7,954			5,968
Warranty claims paid		(14	)		(3,127	)		(4,141	)		(8,901	)
Product warranty accrual, end of period	$	21,777		$	16,021		$	21,777		$	16,021

Commitments and Contingencies

Commitments and Contingencies

The Company is either a plaintiff or a defendant in pending legal matters in the normal course of business, including various matters assumed as part of the BNS acquisition. Management believes none of these legal matters will have a material adverse effect on the Company’s business or financial condition upon final disposition.

In addition, the Company is subject to various federal, state, local and foreign laws and regulations governing the use, discharge, disposal and remediation of hazardous materials. Compliance with current laws and regulations has not had, and is not expected to have, a materially adverse effect on the Company’s financial condition or results of operations.

Asset Impairments

Asset Impairments

Goodwill is tested for impairment annually or at other times if events have occurred or circumstances exist that indicate the carrying value of a reporting unit with goodwill may not be recoverable. During the first quarter of 2016, the Company assessed goodwill for impairment due to the change in reportable segments, which also resulted in changes to several reporting units. As a result, the Company performed impairment testing for goodwill under the reporting unit structure immediately before the change and determined that no impairment existed. The Company reallocated goodwill to the new reporting units under the new reporting structure and performed impairment testing for goodwill under the new segment reporting structure immediately after the change and determined that a $15.3 million goodwill impairment existed within one of the CCS reporting units at January 1, 2016. The impairment test was performed using a discounted cash flow (DCF) valuation model. Significant assumptions in the DCF model are annual revenue growth rates, annual operating income margins and the discount rate used to determine the present value of the cash flow projections. The discount rate was based on the estimated weighted average cost of capital as of the test date for market participants in our reporting units’ industries.

Results for the three and nine months ended September 30, 2015, included a goodwill impairment charge of $74.4 million in the CMS segment.

Property, plant and equipment and intangible assets with finite lives are reviewed for impairment whenever events or changes in circumstances indicate that the carrying value of the assets may not be recoverable, based on the undiscounted cash flows expected to be derived from the use and ultimate disposition of the assets. Assets identified as impaired are carried at estimated fair value. During the three months ended September 30, 2016, as a result of revisions to the business plan for a particular product line, the Company determined that certain intangible assets in the CCS segment were no longer recoverable and a $7.4 million impairment charge was recorded.  

Results for the three and nine months ended September 30, 2015, included a $10.9 million impairment charge in the CCS segment for a note receivable related to a previous divestiture.  Other than the impairments described above, there were no other material asset impairments identified during the three or nine months ended September 30, 2016 or 2015.

Income Taxes

Income Taxes

The effective income tax rate of 11.4% and 24.6% for the three and nine months ended September 30, 2016, respectively, was lower than the statutory rate of 35% primarily due to a reduction in tax expense related to uncertain tax positions and the release of valuation allowances related to certain foreign deferred tax assets. The effective income tax rate was also favorably affected by the impact of earnings in foreign jurisdictions that the Company does not plan to repatriate.  These earnings are generally taxed at rates lower than the United States (U.S.) statutory rate. Offsetting these decreases for the nine months ended September 30, 2016 was the effect of the provision for state income taxes as well as the goodwill impairment for which only partial tax benefits were recorded.

The effective income tax rate for the three and nine months ended September 30, 2015 reflected the impact of impairment charges for which minimal tax benefits were recorded. The effective income tax rate was favorably affected by the impact of earnings in foreign jurisdictions that are generally taxed at rates lower than the U.S. statutory rate, benefits recognized from adjustments related to prior years’ tax returns and a reduction in tax expense related to uncertain tax positions. These benefits were partially offset by losses in certain jurisdictions where the Company did not recognize tax benefits due to the likelihood of them not being realizable.

Earnings Per Share

Earnings Per Share

Basic earnings per share is computed by dividing net income by the weighted average number of common shares outstanding during the period. Diluted earnings per share is based on net income divided by the weighted average number of common shares outstanding plus the effect of potentially dilutive common shares using the treasury stock method. Potentially dilutive common shares include outstanding equity-based awards (stock options, performance share units and restricted stock units). Certain outstanding equity-based awards were not included in the computation of diluted earnings per share because the effect was either antidilutive or the performance conditions were not met (1.4 million shares and 1.5 million shares for the three and nine months ended September 30, 2016, respectively, and 5.3 million shares and 1.5 million shares for the three and nine months ended September 30, 2015, respectively).  Antidilutive securities for the three months ended September 30, 2015 included 4.4 million shares of equity-based awards which would have been considered dilutive if the Company had not been in a net loss position.

The following table presents the basis for the earnings per share computations:

	Three Months Ended					Nine Months Ended
	September 30,					September 30,
	2016		2015			2016		2015
Numerator:
Net income (loss) for basic and diluted earnings per share	$	93,831	$	(80,796	)	$	168,372	$	4,272
Denominator:
Weighted average common shares outstanding - basic		192,719		190,269			192,275		189,483
Dilutive effect of equity-based awards		3,879		—			3,866		4,447
Weighted average common shares outstanding - diluted		196,598		190,269			196,141		193,930
Earnings (loss) per share:
Basic	$	0.49	$	(0.42	)	$	0.88	$	0.02
Diluted	$	0.48	$	(0.42	)	$	0.86	$	0.02

Recent Accounting Pronouncements

Recent Accounting Pronouncements

In August 2016, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) No. 2016-15, Cash Flow Classification of Certain Cash Receipts and Cash Payments. The standard update amended or clarified guidance on classification of certain transactions in the statement of cash flows, including classification of debt prepayments, debt extinguishment costs and contingent consideration payments after a business combination. ASU 2016-15 is effective for the Company as of January 1, 2018 and early adoption is permitted. The Company is evaluating the impact of this new guidance on the Company’s consolidated statement of cash flows and when it may be adopted.

In June 2016, the FASB issued ASU No. 2016-13, Measurement of Credit Losses on Financial Instruments. The new guidance replaces the current incurred loss method used for determining credit losses on financial assets, including trade receivables, with an expected credit loss method.  ASU No. 2016-13 is effective for the Company as of January 1, 2020 and early adoption is permitted. The Company is evaluating the impact of this new guidance on the Company’s consolidated financial statements and when it may be adopted.

In March 2016, the FASB issued ASU No. 2016-09, Improvements to Employee Share-Based Payment Accounting, which simplifies several aspects of the accounting for employee equity-based payment transactions, including the income tax consequences, classification of awards as either equity or liabilities and classification on the statement of cash flows. ASU No. 2016-09 is effective for the Company as of January 1, 2017 and early adoption is permitted. The Company plans to adopt this ASU as of January 1, 2017 and does not expect that its application will have a significant impact on income before income taxes; however, it may impact the Company’s net income because excess tax benefits or deficiencies, which are currently reflected in additional paid in capital, must be reflected in income tax expense under ASU No. 2016-09. The significance of the impact will depend on the intrinsic value at the time of vesting or exercise of equity-based compensation awards. The impact to the Consolidated Statements of Cash Flows will be to present excess tax benefits or deficiencies as an operating activity instead of a financing activity. The Company also expects to make an accounting policy election to account for forfeitures as they occur.

In February 2016, the FASB issued ASU No. 2016-02, Leases, which supersedes the current leasing guidance in Topic 840, Leases.   Under the new guidance, lessees are required to recognize assets and lease liabilities for the rights and obligations created by leased assets previously classified as operating leases.  ASU No. 2016-02 is effective for the Company as of January 1, 2019 and early adoption is permitted. The Company is evaluating the impact of this new guidance on the Company’s consolidated financial statements and when it may be adopted.

In January 2016, the FASB issued ASU No. 2016-01, Recognition and Measurement of Financial Assets and Financial Liabilities, which modifies how entities measure equity investments (except those accounted for under the equity method of accounting) and present changes in the fair value of financial liabilities; simplifies the impairment assessment of equity investments without readily determinable fair values by requiring a qualitative assessment to identify impairment; changes presentation and disclosure requirements; and clarifies that an entity should evaluate the need for a valuation allowance on a deferred tax asset related to available-for-sale securities in combination with the entity’s other deferred tax assets. The guidance is effective for the Company as of January 1, 2018 and with the exception of certain provisions, early adoption is not permitted. The Company is evaluating the impact of this new guidance on the Company’s consolidated financial statements.

In July 2015, the FASB issued ASU No. 2015-11, Simplifying the Measurement of Inventory. The guidance requires that inventory be measured at the lower of cost and net realizable value, which is the estimated selling price in the ordinary course of business, less reasonably predictable costs of completion, disposal and transportation. This guidance simplifies the prior guidance by eliminating the options of measuring inventory at replacement cost or net realizable value less an approximate normal profit margin. This guidance is effective for the Company as of January 1, 2017, with early adoption permitted. The Company plans to adopt the new guidance in the fourth quarter of 2016 and does not expect a material impact on the Company’s consolidated financial statements.

In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers. The new accounting standard defines a single comprehensive model in accounting for revenue arising from contracts with customers and supersedes most current revenue recognition guidance, including industry-specific guidance. The core principle of the ASU is to recognize revenues when promised goods or services are transferred to customers in an amount that reflects the consideration that is expected to be received for those goods or services. In August 2015, the FASB deferred the effective date of ASU No. 2014-09 by one year.  During 2016, the FASB has issued additional accounting standard updates clarifying the guidance in ASU No. 2014-09.  The Company will be required to adopt the new standard, including subsequent clarifying guidance, as of January 1, 2018 using either: (i) full retrospective application to each prior reporting period presented; or (ii) modified retrospective application with the cumulative effect of initially applying the standard recognized at the date of initial application and providing certain additional required disclosures. The Company plans to adopt the new accounting model as of January 1, 2018 using the modified retrospective method and is continuing to assess the impact on the Company’s consolidated financial statements.

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Background and Basis of Presentation (Tables)

9 Months Ended

Sep. 30, 2016

Accounting Policies [Abstract]

Summary of Activity in Product Warranty Accrual, Included in Other Accrued Liabilities

The following table summarizes the activity in the product warranty accrual, included in other accrued liabilities:

	Three Months Ended						Nine Months Ended
	September 30,						September 30,
	2016			2015			2016			2015
Product warranty accrual, beginning of period	$	18,356		$	15,194		$	17,964		$	17,054
Accrual assumed in BNS acquisition		—			1,900			—			1,900
Provision for warranty claims		3,435			2,054			7,954			5,968
Warranty claims paid		(14	)		(3,127	)		(4,141	)		(8,901	)
Product warranty accrual, end of period	$	21,777		$	16,021		$	21,777		$	16,021

Summary of Earnings, Weighted Average Common Shares and Potential Common Shares Outstanding

The following table presents the basis for the earnings per share computations:

	Three Months Ended					Nine Months Ended
	September 30,					September 30,
	2016		2015			2016		2015
Numerator:
Net income (loss) for basic and diluted earnings per share	$	93,831	$	(80,796	)	$	168,372	$	4,272
Denominator:
Weighted average common shares outstanding - basic		192,719		190,269			192,275		189,483
Dilutive effect of equity-based awards		3,879		—			3,866		4,447
Weighted average common shares outstanding - diluted		196,598		190,269			196,141		193,930
Earnings (loss) per share:
Basic	$	0.49	$	(0.42	)	$	0.88	$	0.02
Diluted	$	0.48	$	(0.42	)	$	0.86	$	0.02

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Acquisitions (Tables)

9 Months Ended

Sep. 30, 2016

BNS [Member]

Allocation of Purchase Price

The purchase price for BNS was assigned to assets acquired and liabilities assumed based on their estimated fair values as of the date of acquisition and the excess was allocated to goodwill. The following table summarizes the preliminary allocation of the purchase price at the date of acquisition and the subsequent measurement period adjustments to arrive at the final allocation of the purchase price at the acquisition date (in millions):

	Amounts Recognized as of Acquisition Date			Measurement Period Adjustments			Amounts Recognized as of Acquisition Date (as adjusted)
Cash and cash equivalents	$	63.7		$	—		$	63.7
Accounts receivable		252.9			(1.9	)		251.0
Inventories		266.4			(12.3	)		254.1
Other current assets		40.0			1.6			41.6
Property, plant and equipment		247.6			(1.6	)		246.0
Goodwill		1,242.8			182.9			1,425.7
Identifiable intangible assets		1,150.0			(63.5	)		1,086.5
Other noncurrent assets		22.3			3.0			25.3
Current liabilities		(224.2	)		(4.8	)		(229.0	)
Noncurrent pension liabilities		(30.5	)		18.9			(11.6	)
Other noncurrent liabilities		(27.1	)		(107.8	)		(134.9	)
Net acquisition cost	$	3,003.9		$	14.5		$	3,018.4

Summary of Proforma Results of Operations

The following table presents unaudited pro forma condensed consolidated results of operations for CommScope for the three and nine months ended September 30, 2015 as though the BNS acquisition had been completed as of January 1, 2014 (in millions, except per share amounts):

	Three Months Ended			Nine Months Ended
	September 30, 2015			September 30, 2015
Net sales	$	1,247.3		$	3,835.8
Net income (loss)		(48.1	)		57.2
Net income (loss) per diluted share		(0.25	)		0.29

Airvana LP [Member]

Allocation of Purchase Price

The allocation of the purchase price, based on estimates of the fair values of assets acquired and liabilities assumed, is as follows (in millions):

	Estimated Fair Value
Cash and cash equivalents	$	0.6
Accounts receivable		4.2
Other assets		3.8
Property, plant and equipment		2.5
Goodwill		20.4
Identifiable intangible assets		19.1
Less: Liabilities assumed		(5.5	)
Net acquisition cost	$	45.1

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Goodwill (Tables)

9 Months Ended

Sep. 30, 2016

Goodwill And Intangible Assets Disclosure [Abstract]

Goodwill After Reallocation to New Reportable Segments

The following table presents goodwill after the reallocation to the new reportable segments (in millions):

	CCS			CMS			Total
Goodwill, gross, as of December 31, 2015	$	1,986.6		$	899.7		$	2,886.3
Adjustments to preliminary purchase price		107.7			4.4			112.1
Foreign exchange		16.4			(0.6	)		15.8
Goodwill, gross, as of September 30, 2016		2,110.7			903.5			3,014.2
Accumulated impairment charges as of December 31, 2015		(36.2	)		(159.5	)		(195.7	)
Impairment charges		(15.3	)		—			(15.3	)
Accumulated impairment charges as of September 30, 2016		(51.5	)		(159.5	)		(211.0	)
Goodwill, net, as of September 30, 2016	$	2,059.2		$	744.0		$	2,803.2

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Supplemental Financial Statement Information (Tables)

9 Months Ended

Sep. 30, 2016

Organization Consolidation And Presentation Of Financial Statements [Abstract]

Inventories

Inventories

	September 30, 2016		December 31, 2015
Raw materials	$	126,094	$	114,329
Work in process		136,219		131,030
Finished goods		213,366		196,456
	$	475,679	$	441,815

Information Related to the Investment in Hydrogenics

The following table presents information related to the Company’s investment in Hydrogenics:

	September 30, 2016		December 31, 2015
Shares owned		1,184		1,332
Cost basis	$	887	$	997
Fair value	$	7,771	$	11,683
Pretax unrealized gain in accumulated other comprehensive    income (loss)	$	6,884	$	10,685

Summary of Information Related to Sale of Shares

The following table provides information related to the sale of shares in Hydrogenics:

	Three Months Ended				Nine Months Ended
	September 30,				September 30,
	2016		2015		2016		2015
Shares sold		—		—		148		202
Proceeds received	$	—	$	—	$	1,291	$	2,817
Pretax gain realized	$	—	$	—	$	1,181	$	2,666

Other Accrued Liabilities

Other Accrued Liabilities

	September 30, 2016		December 31, 2015
Compensation and employee benefit liabilities	$	156,403	$	108,852
Deferred revenue		38,858		23,811
Product warranty accrual		21,777		17,964
Accrued interest		54,300		12,468
Restructuring reserve		20,887		24,480
Income taxes payable		85,877		38,417
Value-added taxes payable		15,244		24,880
Accrued professional fees		10,010		14,303
Other		94,421		106,568
	$	497,777	$	371,743

Changes in Accumulated Other Comprehensive Income (Loss), Net of Tax

The following table presents changes in accumulated other comprehensive income (AOCI), net of tax, and accumulated other comprehensive loss (AOCL), net of tax:

	Three Months Ended September 30,						Nine Months Ended September 30,
	2016			2015			2016			2015
Foreign currency translation
Balance, beginning of period	$	(160,927	)	$	(98,333	)	$	(160,620	)	$	(80,483	)
Other comprehensive income (loss)		8,604			(22,835	)		7,991			(40,563	)
Amounts reclassified from AOCL		6			—			312			(122	)
Balance, end of period	$	(152,317	)	$	(121,168	)	$	(152,317	)	$	(121,168	)
Pension and other postretirement benefit activity
Balance, beginning of period	$	(20,702	)	$	(18,130	)	$	(17,567	)	$	(14,957	)
Other comprehensive income (loss)		345			—			(1,385	)		—
Amounts reclassified from AOCL		(721	)		(1,566	)		(2,126	)		(4,739	)
Balance, end of period	$	(21,078	)	$	(19,696	)	$	(21,078	)	$	(19,696	)
Available-for-sale securities
Balance, beginning of period	$	4,375		$	7,756		$	6,509		$	11,892
Other comprehensive loss		(257	)		(1,737	)		(1,652	)		(4,225	)
Amounts reclassified from AOCI		—			—			(739	)		(1,648	)
Balance, end of period	$	4,118		$	6,019		$	4,118		$	6,019
Net AOCL, end of period	$	(169,277	)	$	(134,845	)	$	(169,277	)	$	(134,845	)

Cash Flow Information

Cash Flow Information

	Nine Months Ended September 30,
	2016		2015
Cash paid during the period for:
Income taxes, net of refunds	$	73,752	$	95,909
Interest	$	157,024	$	82,526

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Financing (Tables)

9 Months Ended

Sep. 30, 2016

Debt Disclosure [Abstract]

Summary of Debt

	September 30, 2016			December 31, 2015
6.00% senior notes due June 2025	$	1,500,000		$	1,500,000
5.50% senior notes due June 2024		650,000			650,000
5.00% senior notes due June 2021		650,000			650,000
Senior PIK toggle notes due June 2020		—			536,630
4.375% senior secured notes due June 2020		500,000			500,000
Senior secured term loan due December 2022		1,237,500			1,246,875
Senior secured term loan due January 2018		261,875			261,875
Senior secured revolving credit facility expires May 2020		—			—
Other		—			19
Total face value of debt	$	4,799,375		$	5,345,399
Less: Original issue discount, net of amortization		(3,484	)		(4,234	)
Less: Debt issuance costs, net of amortization		(81,905	)		(97,514	)
Less: Current portion		(12,500	)		(12,520	)
Total long-term debt	$	4,701,486		$	5,231,131

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Derivatives and Hedging Activities (Tables)

9 Months Ended

Sep. 30, 2016

Derivative Instruments And Hedging Activities Disclosure [Abstract]

Balance Sheet Location and Fair Value of Company

The following table presents the balance sheet location and fair value of the Company’s derivatives:

		Fair Value of Asset (Liability)
	Balance Sheet Location	September 30, 2016			December31, 2015
Foreign currency contracts	Prepaid expenses and other current assets	$	673		$	1,051
Foreign currency contracts	Other accrued liabilities		(1,398	)		(5,945	)
Total derivatives not designated as    hedging instruments		$	(725	)	$	(4,894	)

Pretax Impact of Foreign Currency Forward Contracts, Both Matured and Outstanding, not Designated as Hedging Instruments

The pretax impact of these foreign currency forward contracts, both matured and outstanding, on the Condensed Consolidated Statements of Operations and Comprehensive Income (Loss) is as follows:

Foreign Currency Forward Contracts	Location of Loss	Loss Recognized
Three Months Ended September 30, 2016	Other expense, net	$	(262	)
Three Months Ended September 30, 2015	Other expense, net	$	(5,871	)
Nine Months Ended September 30, 2016	Other expense, net	$	(7,051	)
Nine Months Ended September 30, 2015	Other expense, net	$	(7,035	)

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Fair Value Measurements (Tables)

9 Months Ended

Sep. 30, 2016

Fair Value Disclosures [Abstract]

Carrying Amounts, Estimated Fair Values and Valuation Input Levels of the Company's Available-for-Sale Securities, Foreign Currency Contracts and Debt Instruments

The carrying amounts, estimated fair values and valuation input levels of the Company’s available-for-sale securities, foreign currency contracts and debt instruments as of September 30, 2016 and December 31, 2015, are as follows:

	September 30, 2016				December 31, 2015
	Carrying Amount		Fair Value		Carrying Amount		Fair Value		Valuation Inputs
Assets:
Available-for-sale securities	$	7,771	$	7,771	$	11,683	$	11,683	Level 1
Foreign currency contracts		673		673		1,051		1,051	Level 2
Liabilities:
6.00% senior notes due 2025		1,500,000		1,599,450		1,500,000		1,430,700	Level 2
5.50% senior notes due 2024		650,000		680,875		650,000		617,500	Level 2
5.00% senior notes due 2021		650,000		672,750		650,000		619,125	Level 2
Senior PIK toggle notes due 2020		-		-		536,630		544,679	Level 2
4.375% senior secured notes due 2020		500,000		516,250		500,000		500,000	Level 2
Senior secured term loan due 2022, at par		1,237,500		1,252,969		1,246,875		1,243,727	Level 2
Senior secured term loan due 2018, at par		261,875		263,021		261,875		260,068	Level 2
Foreign currency contracts		1,398		1,398		5,945		5,945	Level 2

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Segments and Geographic Information (Tables)

9 Months Ended

Sep. 30, 2016

Segment Reporting [Abstract]

Summary of Financial Information by Reportable Segment

The following table provides summary financial information by reportable segment (in millions):

	September 30, 2016		December 31, 2015
Identifiable segment-related assets:
CCS	$	4,729.1	$	4,642.0
CMS		2,127.7		2,258.8
Total identifiable segment-related assets		6,856.8		6,900.8
Reconciliation to total assets:
Cash and cash equivalents		517.3		562.9
Deferred income tax assets		37.5		38.9
Total assets	$	7,411.6	$	7,502.6

Summary of Net Sales and Operating Income (Loss), Depreciation and Amortization by Reportable Segment

The following table provides net sales, operating income (loss), depreciation and amortization by reportable segment (in millions):

	Three Months Ended					Nine Months Ended
	September 30,					September 30,
	2016		2015			2016		2015
Net sales:
CCS	$	819.2	$	489.0		$	2,284.2	$	1,170.2
CMS		474.7		483.6			1,460.5		1,495.1
Consolidated net sales	$	1,293.9	$	972.6		$	3,744.7	$	2,665.3
Operating income (loss):
CCS (1)	$	104.8	$	(33.9	)	$	247.8	$	34.0
CMS (2)		75.9		(8.6	)		207.5		126.0
Consolidated operating income (loss)	$	180.7	$	(42.5	)	$	455.3	$	160.0
Depreciation:
CCS	$	13.7	$	8.0		$	40.3	$	16.9
CMS		6.5		7.6			19.9		21.8
Consolidated depreciation	$	20.2	$	15.6		$	60.2	$	38.7
Amortization (3):
CCS	$	49.4	$	30.8		$	148.3	$	74.1
CMS		25.2		23.5			76.0		69.6
Consolidated amortization	$	74.6	$	54.3		$	224.3	$	143.7

(1) Operating income (loss) for the three months ended September 30, 2016 and 2015 included impairment charges of $7.4 million and $10.9 million, respectively. Impairment charges for the nine months ended September 30, 2016 and 2015 were $22.7 million and $10.9 million, respectively. Operating income (loss) for the three months ended September 30, 2016 and 2015 included integration and transaction costs of $14.6 million and $57.1 million, respectively. Integration and transaction costs for the nine months ended September 30, 2016 and 2015 were $42.1 million and $68.6 million, respectively. Operating income (loss) for the three months ended September 30, 2016 and 2015 included restructuring charges of $8.4 million and $4.1 million, respectively. Restructuring charges for the nine months ended September 30, 2016 and 2015 were $16.1 million and $5.2 million, respectively. Operating loss for the three months ended September 30, 2015 included purchase accounting charges related to the mark-up on inventory of $29.2 million. Purchase accounting charges for the nine months ended September 30, 2016 and 2015 were $0.6 million and $29.3 million, respectively.

(2) Operating income (loss) for the three and nine months ended September 30, 2015 included impairment charges of $74.4 million. Operating income (loss) for the three months ended September 30, 2016 and 2015 included integration and transaction costs of $0.2 million and $3.8 million, respectively. Integration and transaction costs for the nine months ended September 30, 2016 and 2015 were $2.9 million and $13.5 million, respectively. Operating income (loss) for the three months ended September 30, 2016 and 2015 included restructuring charges of $2.5 million and $2.8 million, respectively. Restructuring charges for the nine months ended September 30, 2016 and 2015 were $8.4 million and $5.4 million, respectively.

(3) Excludes amortization of debt issuance costs and original issue discount.

Summary of Sales by Geographic Region, Based on Destination of Product Shipments

Sales by geographic region, based on the destination of product shipments, were as follows (in millions):

	Three Months Ended				Nine Months Ended
	September 30,				September 30,
	2016		2015		2016		2015
United States	$	712.2	$	497.3	$	2,011.2	$	1,326.9
Europe, Middle East and Africa		233.9		196.4		693.4		533.1
Asia Pacific		245.9		187.0		736.2		537.4
Central and Latin America		69.2		65.6		212.4		197.3
Canada		32.7		26.3		91.5		70.6
Consolidated net sales	$	1,293.9	$	972.6	$	3,744.7	$	2,665.3

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Restructuring Costs (Tables)

9 Months Ended

Sep. 30, 2016

Restructuring And Related Activities [Abstract]

Summary of Company's Net Pretax Restructuring Charges

The Company’s net pretax restructuring charges, by segment, were as follows:

	Three Months Ended				Nine Months Ended
	September 30,				September 30,
	2016		2015		2016		2015
CCS	$	8,362	$	4,108	$	16,062	$	5,185
CMS		2,464		2,760		8,441		5,448
Total	$	10,826	$	6,868	$	24,503	$	10,633

Activity within Liability Established for Restructuring Actions, Included in Other Accrued Liabilities

The activity within the liability established for the cost alignment restructuring actions was as follows:

	Employee- Related Costs			Lease Termination Costs			Fixed Asset Related Costs			Total
Balance as of June 30, 2016	$	452		$	6,496		$	—		$	6,948
Additional charge recorded		126			48			—			174
Cash paid		(129	)		(433	)		—			(562	)
Foreign exchange and other non-cash items		2			—			—			2
Balance as of September 30, 2016	$	451		$	6,111		$	—		$	6,562
Balance as of December 31, 2015	$	1,005		$	7,370		$	—		$	8,375
Additional charge recorded		100			223			(203	)		120
Cash paid		(681	)		(1,482	)		—			(2,163	)
Consideration received		—			—			3,656			3,656
Foreign exchange and other non-cash items		27			—			(3,453	)		(3,426	)
Balance as of September 30, 2016	$	451		$	6,111		$	—		$	6,562

The activity within the liability established for the BNS integration restructuring actions was as follows:

	Employee- Related Costs			Lease Termination Costs		Fixed Asset Related Costs			Total
Balance as of June 30, 2016	$	21,257		$	—	$	—		$	21,257
Additional charge recorded		10,900			249		(497	)		10,652
Cash paid		(8,517	)		—		(856	)		(9,373	)
Foreign exchange and other non-cash items		(21	)		—		1,353			1,332
Balance as of September 30, 2016	$	23,619		$	249	$	—		$	23,868
Balance as of December 31, 2015	$	28,714		$	—	$	—		$	28,714
Additional charge recorded		19,923			249		4,211			24,383
Cash paid		(24,852	)		—		(2,600	)		(27,452	)
Foreign exchange and other non-cash items		(166	)		—		(1,611	)		(1,777	)
Balance as of September 30, 2016	$	23,619		$	249	$	—		$	23,868

Restructuring Reserves Related to Condensed Consolidated Balance Sheets

Restructuring reserves related to all actions were included in the Company’s Condensed Consolidated Balance Sheets as follows:

	September 30, 2016		December 31, 2015
Other accrued liabilities	$	20,887	$	24,480
Other noncurrent liabilities		9,543		12,609
Total liability	$	30,430	$	37,089

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Employee Benefit Plans (Tables)

9 Months Ended

Sep. 30, 2016

Compensation And Retirement Disclosure [Abstract]

Summary of Defined Benefit Pension Plan and Other Postretirement Defined Benefit Plan

	Pension Benefits												Other Postretirement Benefits
	Three Months Ended												Three Months Ended
	September 30,												September 30,
	U.S. Plans						Non-U.S. Plans						U.S. Plans
	2016			2015			2016			2015			2016			2015
Service cost	$	—		$	—		$	821		$	429		$	1		$	7
Interest cost		1,620			1,647			1,189			1,480			135			161
Recognized actuarial loss (gain)		236			191			26			13			(346	)		(283	)
Amortization of prior service credit		—			—			—			—			(1,055	)		(2,457	)
Expected return on plan assets		(1,750	)		(1,882	)		(2,146	)		(1,932	)		—			—
Net periodic benefit cost (income)	$	106		$	(44	)	$	(110	)	$	(10	)	$	(1,265	)	$	(2,572	)

	Nine Months Ended												Nine Months Ended
	September 30,												September 30,
	U.S. Plans						Non-U.S. Plans						U.S. Plans
	2016			2015			2016			2015			2016			2015
Service cost	$	—		$	—		$	4,013		$	645		$	3		$	21
Interest cost		4,860			4,879			4,685			4,131			405			483
Recognized actuarial loss (gain)		708			506			82			39			(1,038	)		(849	)
Amortization of prior service credit		—			—			—			—			(3,165	)		(7,372	)
Expected return on plan assets		(5,250	)		(5,643	)		(6,726	)		(5,135	)		—			—
Net periodic benefit cost (income)	$	318		$	(258	)	$	2,054		$	(320	)	$	(3,795	)	$	(7,717	)

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Stockholders' Equity (Tables)

9 Months Ended

Sep. 30, 2016

Summary of the Equity-Based Compensation Expense Included in the Condensed Consolidated Statements of Operations and Comprehensive Income (Loss)

The following table shows a summary of the equity-based compensation expense included in the Condensed Consolidated Statements of Operations and Comprehensive Income (Loss):

	Three Months Ended				Nine Months Ended
	September 30,				September 30,
	2016		2015		2016		2015
Selling, general and administrative	$	6,409	$	4,324	$	20,306	$	16,038
Cost of sales		1,104		761		3,551		2,821
Research and development		862		592		2,764		2,196
Total equity-based compensation expense	$	8,375	$	5,677	$	26,621	$	21,055

Summary of Stock Option Activity

The following table summarizes the stock option activity (in thousands, except per share amounts):

	Shares			Weighted Average Option Exercise Price Per Share		Weighted Average Remaining Contractual Term in Years		Aggregate Intrinsic Value
Options outstanding as of  June 30, 2016		6,625		$	10.10
Granted		11		$	29.59
Exercised		(234	)	$	7.03
Forfeited		(34	)	$	21.07
Options outstanding as of September 30, 2016		6,368		$	10.19		5.0	$	127,299
Options outstanding as of December 31, 2015		7,458		$	8.81
Granted		385		$	25.08
Exercised		(1,246	)	$	6.93
Forfeited		(229	)	$	8.02
Options outstanding as of September 30, 2016		6,368		$	10.19		5.0	$	127,299
Options exercisable at September 30, 2016		5,497		$	7.49		4.4	$	124,378
Options expected to vest at September 30, 2016		868		$	27.28		8.6	$	2,910

Summary of Exercise Price

The exercise prices of outstanding options at September 30, 2016 were in the following ranges:

	Options Outstanding						Options Exercisable
Range of Exercise Prices	Shares (in thousands)		Weighted Average Remaining Contractual Life (in years)		Weighted Average Exercise Price Per Share		Shares (in thousands)		Weighted Average Exercise Price Per Share
$2.96 to $5.35		380		2.5	$	2.96		380	$	2.96
$5.36 to $5.67		342		5.3	$	5.57		327	$	5.57
$5.68 to $8.54		3,312		4.3	$	5.74		3,312	$	5.74
$8.55 to $8.90		1,032		3.8	$	8.61		1,032	$	8.61
$8.91 to $23.00		462		7.3	$	22.55		426	$	22.91
$23.01 to $33.12		840		8.7	$	28.07		20	$	28.90
$2.96 to $33.12		6,368		5.0	$	10.19		5,497	$	7.49

Summary of Weighted Average Assumptions Used to Estimate Fair Value of Stock Option

The following table presents the weighted average assumptions used to estimate the fair value of stock option awards granted.

	Three Months Ended						Nine Months Ended
	September 30,						September 30,
	2016			2015			2016			2015
Expected option term (in years)		6.0			5.0			6.0			5.6
Risk-free interest rate		1.2	%		1.5	%		1.4	%		1.6	%
Expected volatility		50.0	%		43.0	%		50.0	%		43.0	%
Weighted average exercise price	$	29.59		$	27.69		$	25.08		$	29.38
Weighted average fair value at grant date	$	14.17		$	14.34		$	12.09		$	13.74

Performance Share Units (PSUs) [Member]

Summary of PSU Activity

The following table summarizes the PSU activity (in thousands, except per share data):

	Performance Share Units			Weighted Average Grant Date Fair Value Per Share
Non-vested share units at June 30, 2016		444		$	27.24
Granted		5		$	29.59
Forfeited		(9	)	$	30.76
Non-vested share units at September 30, 2016		440		$	27.20
Non-vested share units at December 31, 2015		175		$	30.76
Granted		274		$	25.05
Forfeited		(9	)	$	30.76
Non-vested share units at September 30, 2016		440		$	27.20

Restricted Stock Units (RSUs) [Member]

Summary of RSU Activity

The following table summarizes the RSU activity (in thousands, except per share data):

	Restricted Stock Units			Weighted Average Grant Date Fair Value Per Share
Non-vested share units at June 30, 2016		2,760		$	26.69
Granted		5		$	29.59
Vested and shares issued		(22	)	$	31.80
Forfeited		(66	)	$	26.49
Non-vested share units at September 30, 2016		2,677		$	26.66
Non-vested share units at December 31, 2015		1,567		$	29.37
Granted		1,628		$	25.05
Vested and shares issued		(370	)	$	30.89
Forfeited		(148	)	$	27.07
Non-vested share units at September 30, 2016		2,677		$	26.66

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Background and Basis of Presentation - Additional Information (Detail) shares in Millions		3 Months Ended		9 Months Ended
	Aug. 28, 2015 USD ($)	Sep. 30, 2016 USD ($) Customer shares	Sep. 30, 2015 USD ($) Customer shares	Sep. 30, 2016 USD ($) Customer shares	Sep. 30, 2015 USD ($) Customer shares
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Product warranty term				These product warranties extend over periods ranging from one to twenty-five years from the date of sale, depending upon the product subject to the warranty.
Goodwill impairment charges			$ 74,400,000	$ 15,300,000	$ 74,400,000
Asset impairment charges		$ 7,375,000	85,334,000	22,668,000	85,334,000
Pretax impairment charges		$ 0	$ 0	$ 0	$ 0
Effective income tax rate		11.40%		24.60%
Statutory tax rate				35.00%
Stock Compensation Plan [Member]
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Amount of outstanding equity based awards not included in computation of diluted earnings per share | shares		1.4	5.3	1.5	1.5
Stock Compensation Plan [Member] | Net Loss Position [Member]
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Amount of outstanding equity based awards not included in computation of diluted earnings per share | shares			4.4
Notes Receivable [Member]
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Asset impairment charges			$ 10,900,000		$ 10,900,000
Carlyle [Member]
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Ownership percentage				10.20%
Customer Concentration Risk [Member] | Sales Revenue, Net [Member] | Anixter International Inc. [Member]
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Concentration risk percentage		11.00%	13.00%	11.00%	13.00%
Customer Concentration Risk [Member] | Sales Revenue, Net [Member] | Other Customers [Member]
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Number of customer accounted for more than 10% | Customer		0	0	0	0
Customer Concentration Risk [Member] | Accounts Receivable [Member] | Anixter International Inc. [Member]
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Concentration risk percentage				11.00%
Customer Concentration Risk [Member] | Accounts Receivable [Member] | Other Customers [Member]
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Number of customer accounted for more than 10% | Customer				0
Customer Concentration Risk [Member] | Accounts Receivable [Member] | Verizon Communications Inc. [Member]
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Concentration risk percentage				11.00%
BNS [Member]
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Cash paid for acquired assets and assumed liabilities	$ 2,953,700,000

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Background and Basis of Presentation - Summary of Activity in Product Warranty Accrual, Included in Other Accrued Liabilities (Detail) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2016	Sep. 30, 2015	Sep. 30, 2016	Sep. 30, 2015
Organization Consolidation And Presentation Of Financial Statements [Abstract]
Product warranty accrual, beginning of period	$ 18,356	$ 15,194	$ 17,964	$ 17,054
Accrual assumed in BNS acquisition		1,900		1,900
Provision for warranty claims	3,435	2,054	7,954	5,968
Warranty claims paid	(14)	(3,127)	(4,141)	(8,901)
Product warranty accrual, end of period	$ 21,777	$ 16,021	$ 21,777	$ 16,021

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Background and Basis of Presentation - Summary of Earnings, Weighted Average Common Shares and Potential Common Shares Outstanding (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2016	Sep. 30, 2015	Sep. 30, 2016	Sep. 30, 2015
Numerator:
Net income (loss) for basic and diluted earnings per share	$ 93,831	$ (80,796)	$ 168,372	$ 4,272
Denominator:
Weighted average common shares outstanding - basic	192,719	190,269	192,275	189,483
Dilutive effect of equity-based awards	3,879		3,866	4,447
Weighted average common shares outstanding - diluted	196,598	190,269	196,141	193,930
Earnings (loss) per share:
Basic	$ 0.49	$ (0.42)	$ 0.88	$ 0.02
Diluted	$ 0.48	$ (0.42)	$ 0.86	$ 0.02

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Acquisitions - Additional Information (Detail) - USD ($) $ in Thousands			3 Months Ended		9 Months Ended
	Oct. 01, 2015	Aug. 28, 2015	Sep. 30, 2016	Sep. 30, 2015	Sep. 30, 2016	Sep. 30, 2015
Business Acquisition [Line Items]
Net sales			$ 1,293,948	$ 972,597	$ 3,744,715	$ 2,665,287
BNS [Member]
Business Acquisition [Line Items]
Total consideration transferred, amount		$ 3,017,400
Cash paid for acquired assets and assumed liabilities		$ 2,953,700
Business combination separately recognized transactions payable recognized			1,000		1,000
Net sales			523,700	141,100	1,367,800	141,100
BNS [Member] | Acquisition Related Costs Exclusion from Pro Forma Results Member [Member]
Business Acquisition [Line Items]
Business combination amount of proforma results excluded				$ 59,800		80,100
Purchase accounting charges related to mark-up of inventory included in purchase price allocation						$ 30,500
Airvana LP [Member]
Business Acquisition [Line Items]
Total consideration transferred, amount	$ 45,100
Cash paid for acquired assets and assumed liabilities	$ 44,500		1,000
Net sales			$ 4,100		$ 10,400

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Acquisitions - Purchase Price of Assets Acquired and Liabilities Assumed (Detail) - USD ($) $ in Thousands	9 Months Ended	13 Months Ended
	Sep. 30, 2016	Sep. 30, 2016	Dec. 31, 2015	Aug. 28, 2015
Business Acquisition [Line Items]
Goodwill	$ 2,803,227	$ 2,803,227	$ 2,690,636
Goodwill	$ (112,100)
BNS [Member]
Business Acquisition [Line Items]
Cash and cash equivalents				$ 63,700
Accounts receivable				252,900
Inventories				266,400
Other current assets				40,000
Property, plant and equipment				247,600
Goodwill				1,242,800
Identifiable intangible assets				1,150,000
Other noncurrent assets				22,300
Current liabilities				(224,200)
Noncurrent pension liabilities				(30,500)
Other noncurrent liabilities				(27,100)
Net acquisition cost				3,003,900
BNS [Member] | Accounting Standards Update 2015-16 [Member]
Business Acquisition [Line Items]
Cash and cash equivalents				63,700
Accounts receivable				251,000
Inventories				254,100
Other current assets				41,600
Property, plant and equipment				246,000
Goodwill				1,425,700
Identifiable intangible assets				1,086,500
Other noncurrent assets				25,300
Current liabilities				(229,000)
Noncurrent pension liabilities				(11,600)
Other noncurrent liabilities				(134,900)
Net acquisition cost				$ 3,018,400
Cash and cash equivalents		0
Accounts receivable		(1,900)
Inventories		(12,300)
Other current assets		1,600
Property, plant and equipment		(1,600)
Goodwill		182,900
Identifiable intangible assets		(63,500)
Other noncurrent assets		3,000
Current liabilities		(4,800)
Noncurrent pension liabilities		18,900
Other noncurrent liabilities		(107,800)
Net acquisition cost		$ 14,500

XML

Acquisitions - Summary of Pro Forma Results of Operations (Detail) - BNS [Member] - USD ($) $ / shares in Units, $ in Millions	3 Months Ended	9 Months Ended
	Sep. 30, 2015	Sep. 30, 2015
Business Acquisitions Pro Forma Information [Line Items]
Net sales	$ 1,247.3	$ 3,835.8
Net income (loss)	$ (48.1)	$ 57.2
Net income (loss) per diluted share	$ (0.25)	$ 0.29

XML

Acquisitions - Allocation of Purchase Price (Detail) - USD ($) $ in Thousands	Sep. 30, 2016	Dec. 31, 2015	Oct. 01, 2015
Business Acquisition [Line Items]
Goodwill	$ 2,803,227	$ 2,690,636
Airvana LP [Member]
Business Acquisition [Line Items]
Cash and cash equivalents			$ 600
Accounts receivable			4,200
Other current assets			3,800
Property, plant and equipment			2,500
Goodwill			20,400
Identifiable intangible assets			19,100
Less: Liabilities assumed			(5,500)
Net acquisition cost			$ 45,100

XML

Goodwill - Goodwill After Reallocation to New Reportable Segments (Detail) - USD ($) $ in Thousands	3 Months Ended	9 Months Ended
	Sep. 30, 2015	Sep. 30, 2016	Sep. 30, 2015	Dec. 31, 2015
Goodwill [Line Items]
Goodwill, gross, Beginning balance		$ 2,886,300
Adjustments to preliminary purchase price		112,100
Foreign exchange		15,800
Goodwill, gross, Ending balance		3,014,200
Accumulated impairment charges, Beginning balance		(195,700)
Impairment charges	$ (74,400)	(15,300)	$ (74,400)
Accumulated impairment charges, Ending balance		(211,000)
Goodwill, net		2,803,227		$ 2,690,636
CCS [Member]
Goodwill [Line Items]
Goodwill, gross, Beginning balance		1,986,600
Adjustments to preliminary purchase price		107,700
Foreign exchange		16,400
Goodwill, gross, Ending balance		2,110,700
Accumulated impairment charges, Beginning balance		(36,200)
Impairment charges		(15,300)
Accumulated impairment charges, Ending balance		(51,500)
Goodwill, net		2,059,200
CMS [Member]
Goodwill [Line Items]
Goodwill, gross, Beginning balance		899,700
Adjustments to preliminary purchase price		4,400
Foreign exchange		(600)
Goodwill, gross, Ending balance		903,500
Accumulated impairment charges, Beginning balance		(159,500)
Accumulated impairment charges, Ending balance		(159,500)
Goodwill, net		$ 744,000

XML

Supplemental Financial Statement Information - Inventories (Detail) - USD ($) $ in Thousands	Sep. 30, 2016	Dec. 31, 2015
Inventory Disclosure [Abstract]
Raw materials	$ 126,094	$ 114,329
Work in process	136,219	131,030
Finished goods	213,366	196,456
Inventories, net	$ 475,679	$ 441,815

XML

Supplemental Financial Statement Information - Additional Information (Detail) $ in Millions	Sep. 30, 2016 USD ($)
Kaiam Corporation [Member]
Schedule of Cost-method Investments [Line Items]
Cost method investment	$ 15.0

XML

Supplemental Financial Statement Information - Information Related to the Investment in Hydrogenics (Detail) - Hydrogenics [Member] - USD ($) shares in Thousands, $ in Thousands	9 Months Ended	12 Months Ended
	Sep. 30, 2016	Dec. 31, 2015
Schedule of Available-for-sale Securities [Line Items]
Shares owned	1,184	1,332
Cost basis	$ 887	$ 997
Fair value	7,771	11,683
Pretax unrealized gain in accumulated other comprehensive income (loss)	$ 6,884	$ 10,685

XML

Supplemental Financial Statement Information - Summary of Information Related to Sale of Shares (Detail) - Hydrogenics [Member] - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2016	Sep. 30, 2015
Schedule of Available-for-sale Securities [Line Items]
Shares sold	148,000	202,000
Proceeds received	$ 1,291	$ 2,817
Pretax gain realized	$ 1,181	$ 2,666

XML

Supplemental Financial Statement Information - Other Accrued Liabilities (Detail) - USD ($) $ in Thousands	Sep. 30, 2016	Jun. 30, 2016	Dec. 31, 2015	Sep. 30, 2015	Jun. 30, 2015	Dec. 31, 2014
Organization Consolidation And Presentation Of Financial Statements [Abstract]
Compensation and employee benefit liabilities	$ 156,403		$ 108,852
Deferred revenue	38,858		23,811
Product warranty accrual	21,777	$ 18,356	17,964	$ 16,021	$ 15,194	$ 17,054
Accrued interest	54,300		12,468
Restructuring reserve	20,887		24,480
Income taxes payable	85,877		38,417
Value-added taxes payable	15,244		24,880
Accrued professional fees	10,010		14,303
Other	94,421		106,568
Other Accrued Liabilities	$ 497,777		$ 371,743

XML

Supplemental Financial Statement Information - Changes in Accumulated Other Comprehensive Income (Loss), Net of Tax (Detail) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2016	Sep. 30, 2015	Sep. 30, 2016	Sep. 30, 2015
Accumulated Other Comprehensive Income (Loss) [Line Items]
Beginning balance			$ 1,222,720
Ending balance	$ 1,433,231	$ 1,318,475	1,433,231	$ 1,318,475
Foreign Currency Translation [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Beginning balance	(160,927)	(98,333)	(160,620)	(80,483)
Other comprehensive income (loss)	8,604	(22,835)	7,991	(40,563)
Amounts reclassified from AOCI	6		312	(122)
Ending balance	(152,317)	(121,168)	(152,317)	(121,168)
Pension and Other Postretirement Benefit Activity [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Beginning balance	(20,702)	(18,130)	(17,567)	(14,957)
Other comprehensive income (loss)	345		(1,385)
Amounts reclassified from AOCI	(721)	(1,566)	(2,126)	(4,739)
Ending balance	(21,078)	(19,696)	(21,078)	(19,696)
Available-for-Sale Securities [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Beginning balance	4,375	7,756	6,509	11,892
Other comprehensive income (loss)	(257)	(1,737)	(1,652)	(4,225)
Amounts reclassified from AOCI			(739)	(1,648)
Ending balance	4,118	6,019	4,118	6,019
Accumulated Other Comprehensive Loss [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Beginning balance			(171,678)	(83,548)
Ending balance	$ (169,277)	$ (134,845)	$ (169,277)	$ (134,845)

XML

Supplemental Financial Statement Information - Cash Flow Information (Detail) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2016	Sep. 30, 2015
Cash paid during the period for:
Income taxes, net of refunds	$ 73,752	$ 95,909
Interest	$ 157,024	$ 82,526

XML

Financing - Summary of Debt (Detail) - USD ($) $ in Thousands	Sep. 30, 2016	Dec. 31, 2015
Debt Instrument [Line Items]
Other		$ 19
Total face value of debt	$ 4,799,375	5,345,399
Less: Original issue discount, net of amortization	(3,484)	(4,234)
Less: Debt issuance costs, net of amortization	(81,905)	(97,514)
Less: Current portion	(12,500)	(12,520)
Total long-term debt	4,701,486	5,231,131
6.00% Senior Notes Due June 2025 [Member]
Debt Instrument [Line Items]
Senior notes	1,500,000	1,500,000
5.50% Senior Notes Due 2024 [Member]
Debt Instrument [Line Items]
Senior notes	650,000	650,000
5.00% Senior Notes Due 2021 [Member]
Debt Instrument [Line Items]
Senior notes	650,000	650,000
Senior PIK Toggle Notes Due 2020 [Member]
Debt Instrument [Line Items]
Senior PIK toggle notes due June 2020		536,630
4.375% Senior Secured Notes Due June 2020 [Member]
Debt Instrument [Line Items]
Senior secured debt	500,000	500,000
Senior Secured Term Loan Due December 2022 [Member]
Debt Instrument [Line Items]
Senior secured debt	1,237,500	1,246,875
Senior Secured Term Loan Due 2018 [Member]
Debt Instrument [Line Items]
Senior secured debt	$ 261,875	$ 261,875

XML

Financing - Summary of Debt (Parenthetical) (Detail)	9 Months Ended
	Sep. 30, 2016	Dec. 31, 2015
6.00% Senior Notes Due June 2025 [Member]
Debt Instrument [Line Items]
Maturity date	Jun. 15, 2025
Interest rate	6.00%	6.00%
5.50% Senior Notes Due 2024 [Member]
Debt Instrument [Line Items]
Maturity date	Jun. 15, 2024
Interest rate	5.50%	5.50%
5.00% Senior Notes Due 2021 [Member]
Debt Instrument [Line Items]
Maturity date	Jun. 15, 2021
Interest rate	5.00%	5.00%
Senior PIK Toggle Notes Due 2020 [Member]
Debt Instrument [Line Items]
Maturity date	Jun. 01, 2020
4.375% Senior Secured Notes Due June 2020 [Member]
Debt Instrument [Line Items]
Maturity date	Jun. 15, 2020
Interest rate	4.375%	4.375%
Senior Secured Term Loan Due December 2022 [Member]
Debt Instrument [Line Items]
Maturity date	Dec. 31, 2022
Senior Secured Term Loan Due 2018 [Member]
Debt Instrument [Line Items]
Maturity date	Jan. 14, 2018
Senior Secured Revolving Credit Facility Expires May 2020 [Member]
Debt Instrument [Line Items]
Maturity date	May 31, 2020

XML

Financing - Additional Information (Detail) - USD ($)	1 Months Ended		3 Months Ended		9 Months Ended		12 Months Ended
	Aug. 31, 2016	Jun. 30, 2016	Sep. 30, 2016	Sep. 30, 2015	Sep. 30, 2016	Sep. 30, 2015	Dec. 31, 2015
Debt Instrument [Line Items]
Redemption premium charges included in other expense			$ 7,800,000		$ 17,700,000
Repayment of senior secured loan					546,025,000	$ 502,566,000
Total assets			7,411,641,000		7,411,641,000		$ 7,502,631,000
Total liabilities			5,978,410,000		5,978,410,000		$ 6,279,911,000
Net sales			1,293,948,000	$ 972,597,000	3,744,715,000	2,665,287,000
Interest expense			68,349,000	73,387,000	215,024,000	158,752,000
Redemption premium charges included in other expense, net of tax			5,000,000		11,300,000
Long term debt			$ 4,714,000,000		$ 4,714,000,000
Weighted average effective interest rate			5.32%		5.32%		5.50%
Non Guarantor Subsidiaries Concentration Risk [Member]
Debt Instrument [Line Items]
Total assets			$ 2,369,000,000		$ 2,369,000,000		$ 2,848,000,000
Total liabilities			603,000,000		603,000,000		$ 468,000,000
Net sales			$ 526,000,000	$ 420,000,000	$ 1,586,000,000	$ 1,173,000,000
Assets, Total [Member] | Non Guarantor Subsidiaries Concentration Risk [Member]
Debt Instrument [Line Items]
Concentration risk percentage					32.00%		38.00%
Liabilities, Total [Member] | Non Guarantor Subsidiaries Concentration Risk [Member]
Debt Instrument [Line Items]
Concentration risk percentage					10.00%		8.00%
Sales Revenue, Net [Member] | Non Guarantor Subsidiaries Concentration Risk [Member]
Debt Instrument [Line Items]
Concentration risk percentage			41.00%	43.00%	42.00%	44.00%
6.00% Senior Notes Due June 2025 [Member]
Debt Instrument [Line Items]
Interest rate			6.00%		6.00%		6.00%
5.50% Senior Notes Due 2024 [Member]
Debt Instrument [Line Items]
Interest rate			5.50%		5.50%		5.50%
5.00% Senior Notes Due 2021 [Member]
Debt Instrument [Line Items]
Interest rate			5.00%		5.00%		5.00%
Senior PIK Toggle Notes Due 2020 [Member]
Debt Instrument [Line Items]
Redemption of senior notes	$ 236,600,000	$ 300,000,000
Redemption premium charges included in other expense			$ 7,800,000		$ 17,700,000
Debt issuance costs written off included in interest expense			$ 2,600,000		$ 6,100,000
4.375% Senior Secured Notes Due June 2020 [Member]
Debt Instrument [Line Items]
Interest rate			4.375%		4.375%		4.375%
Amendment [Member] | Asset Based Revolving Credit Facility [Member]
Debt Instrument [Line Items]
Senior secured credit facilities current borrowed amount			$ 0		$ 0
Senior secured credit facilities current borrowing capacity			430,900,000		430,900,000
Senior Payment In Kind Toggle Notes [Member] | CommScope Holding Company, Inc. [Member]
Debt Instrument [Line Items]
Interest expense			5,200,000	$ 9,500,000	25,600,000	$ 28,500,000
Interest expense, Net of tax			$ 3,300,000	$ 6,100,000	$ 16,200,000	$ 18,200,000
Minimum [Member] | Senior PIK Toggle Notes Due 2020 [Member]
Debt Instrument [Line Items]
Interest rate			6.625%		6.625%
Maximum [Member] | Senior PIK Toggle Notes Due 2020 [Member]
Debt Instrument [Line Items]
Interest rate			7.375%		7.375%
Senior Notes [Member] | 6.00% Senior Notes Due June 2025 [Member]
Debt Instrument [Line Items]
Interest rate			6.00%		6.00%
Senior Notes [Member] | 5.50% Senior Notes Due 2024 [Member]
Debt Instrument [Line Items]
Interest rate			5.50%		5.50%
Senior Notes [Member] | 5.00% Senior Notes Due 2021 [Member]
Debt Instrument [Line Items]
Interest rate			5.00%		5.00%
Senior Notes [Member] | 4.375% Senior Secured Notes Due June 2020 [Member]
Debt Instrument [Line Items]
Interest rate			4.375%		4.375%
Senior Secured Term Loan [Member]
Debt Instrument [Line Items]
Repayment of senior secured loan			$ 3,100,000		$ 9,400,000

XML

Derivatives and Hedging Activities - Additional Information (Detail) - Foreign Currency Contracts [Member] $ in Millions	9 Months Ended
	Sep. 30, 2016 USD ($)
Derivatives, Fair Value [Line Items]
Notional value	$ 292
Maximum [Member]
Derivatives, Fair Value [Line Items]
Maturities ranging	7 months

XML

Derivatives and Hedging Activities - Balance Sheet Location and Fair Value of the Company's Derivatives (Detail) - Not Designated as Hedging Instrument [Member] - USD ($) $ in Thousands	Sep. 30, 2016	Dec. 31, 2015
Derivatives, Fair Value [Line Items]
Total derivatives not designated as hedging instruments	$ (725)	$ (4,894)
Prepaid Expenses and Other Current Assets [Member]
Derivatives, Fair Value [Line Items]
Foreign currency contracts	673	1,051
Other Accrued Liabilities [Member]
Derivatives, Fair Value [Line Items]
Foreign currency contracts	$ (1,398)	$ (5,945)

XML

Derivatives and Hedging Activities - Pretax Impact of Foreign Currency Forward Contracts, Both Matured and Outstanding, not Designated as Hedging Instruments (Detail) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2016	Sep. 30, 2015	Sep. 30, 2016	Sep. 30, 2015
Other Expense, Net [Member] | Foreign Currency Contracts [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Loss Recognized on Foreign Currency Forward Contracts	$ (262)	$ (5,871)	$ (7,051)	$ (7,035)

XML

Fair Value Measurements - Carrying Amounts, Estimated Fair Values and Valuation Input Levels of the Company's Available-for-Sale Securities, Foreign Currency Contracts and Debt Instruments (Detail) - USD ($) $ in Thousands	Sep. 30, 2016	Dec. 31, 2015
6.00% Senior Notes Due June 2025 [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Senior notes	$ 1,500,000	$ 1,500,000
5.50% Senior Notes Due 2024 [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Senior notes	650,000	650,000
5.00% Senior Notes Due 2021 [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Senior notes	650,000	650,000
Senior PIK Toggle Notes Due 2020 [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Senior PIK toggle notes due June 2020		536,630
Senior Secured Term Loans Due 2018, at Par [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Senior secured debt	261,875	261,875
Carrying Amount [Member] | Other Assets Noncurrent [Member] | Hydrogenics [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Available-for-sale securities	7,771	11,683
Carrying Amount [Member] | Prepaid Expenses and Other Current Assets [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Foreign currency contracts	673	1,051
Carrying Amount [Member] | Other Accrued Liabilities [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Foreign currency contracts	1,398	5,945
Carrying Amount [Member] | 6.00% Senior Notes Due June 2025 [Member] | Long Term Debt Noncurrent [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Senior notes	1,500,000	1,500,000
Carrying Amount [Member] | 5.50% Senior Notes Due 2024 [Member] | Long Term Debt Noncurrent [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Senior notes	650,000	650,000
Carrying Amount [Member] | 5.00% Senior Notes Due 2021 [Member] | Long Term Debt Noncurrent [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Senior notes	650,000	650,000
Carrying Amount [Member] | Senior PIK Toggle Notes Due 2020 [Member] | Long Term Debt Noncurrent [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Senior PIK toggle notes due June 2020		536,630
Carrying Amount [Member] | 4.375% Senior Secured Notes Due 2020 [ Member] | Long Term Debt Noncurrent [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Senior secured debt	500,000	500,000
Carrying Amount [Member] | Senior Secured Term Loan Due 2022, at Par [Member] | Long Term Debt Noncurrent [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Senior secured debt	1,237,500	1,246,875
Carrying Amount [Member] | Senior Secured Term Loans Due 2018, at Par [Member] | Long Term Debt Noncurrent [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Senior secured debt	261,875	261,875
Fair Value [Member] | Level 1 [Member] | Other Assets Noncurrent [Member] | Hydrogenics [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Available-for-sale securities	7,771	11,683
Fair Value [Member] | Level 2 [Member] | Prepaid Expenses and Other Current Assets [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Foreign currency contracts	673	1,051
Fair Value [Member] | Level 2 [Member] | Other Accrued Liabilities [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Foreign currency contracts	1,398	5,945
Fair Value [Member] | Level 2 [Member] | 6.00% Senior Notes Due June 2025 [Member] | Long Term Debt Noncurrent [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Senior notes	1,599,450	1,430,700
Fair Value [Member] | Level 2 [Member] | 5.50% Senior Notes Due 2024 [Member] | Long Term Debt Noncurrent [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Senior notes	680,875	617,500
Fair Value [Member] | Level 2 [Member] | 5.00% Senior Notes Due 2021 [Member] | Long Term Debt Noncurrent [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Senior notes	672,750	619,125
Fair Value [Member] | Level 2 [Member] | Senior PIK Toggle Notes Due 2020 [Member] | Long Term Debt Noncurrent [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Senior PIK toggle notes due 2020		544,679
Fair Value [Member] | Level 2 [Member] | 4.375% Senior Secured Notes Due 2020 [ Member] | Long Term Debt Noncurrent [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Senior notes	516,250	500,000
Fair Value [Member] | Level 2 [Member] | Senior Secured Term Loan Due 2022, at Par [Member] | Long Term Debt Noncurrent [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Senior secured term loans	1,252,969	1,243,727
Fair Value [Member] | Level 2 [Member] | Senior Secured Term Loans Due 2018, at Par [Member] | Long Term Debt Noncurrent [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Senior secured term loans	$ 263,021	$ 260,068

XML

Fair Value Measurements - Additional Information (Detail) - USD ($) $ in Thousands	3 Months Ended			9 Months Ended
	Sep. 30, 2016	Mar. 31, 2016	Sep. 30, 2015	Sep. 30, 2016	Sep. 30, 2015
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Asset impairments	$ 7,375		$ 85,334	$ 22,668	$ 85,334
Goodwill impairment charges			$ 74,400	$ 15,300	$ 74,400
Fair Value, Measurements, Nonrecurring [Member] | Level 3 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Asset impairments	$ 7,400
Goodwill impairment charges		$ 15,300

XML

Segments and Geographic Information - Summary of Financial Information by Reportable Segment (Detail) - USD ($) $ in Thousands	Sep. 30, 2016	Dec. 31, 2015	Sep. 30, 2015	Dec. 31, 2014
Segment Reporting Information [Line Items]
Total assets	$ 7,411,641	$ 7,502,631
Cash and cash equivalents	517,275	562,884	$ 617,962	$ 729,321
Operating Segments [Member]
Segment Reporting Information [Line Items]
Total assets	6,856,800	6,900,800
Operating Segments [Member] | CCS [Member]
Segment Reporting Information [Line Items]
Total assets	4,729,100	4,642,000
Operating Segments [Member] | CMS [Member]
Segment Reporting Information [Line Items]
Total assets	2,127,700	2,258,800
Segment Reconciling Items [Member]
Segment Reporting Information [Line Items]
Cash and cash equivalents	517,300	562,900
Deferred income tax assets	$ 37,500	$ 38,900

XML

Segments and Geographic Information - Summary of Net Sales and Operating Income (Loss), Depreciation and Amortization by Reportable Segment (Detail) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2016	Sep. 30, 2015	Sep. 30, 2016	Sep. 30, 2015
Segment Reporting Information [Line Items]
Net sales	$ 1,293,948	$ 972,597	$ 3,744,715	$ 2,665,287
Operating income (loss)	180,746	(42,518)	455,341	160,020
Depreciation	20,200	15,600	60,200	38,700
Amortization	74,639	54,287	224,270	143,697
CCS [Member]
Segment Reporting Information [Line Items]
Net sales	819,200	489,000	2,284,200	1,170,200
Operating income (loss)	104,800	(33,900)	247,800	34,000
Depreciation	13,700	8,000	40,300	16,900
Amortization	49,400	30,800	148,300	74,100
CMS [Member]
Segment Reporting Information [Line Items]
Net sales	474,700	483,600	1,460,500	1,495,100
Operating income (loss)	75,900	(8,600)	207,500	126,000
Depreciation	6,500	7,600	19,900	21,800
Amortization	$ 25,200	$ 23,500	$ 76,000	$ 69,600

XML

Segments and Geographic Information - Summary of Net Sales and Operating Income, Depreciation and Amortization by Reportable Segment (Parenthetical) (Detail) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2016	Sep. 30, 2015	Sep. 30, 2016	Sep. 30, 2015
Segment Reporting Information [Line Items]
Restructuring costs, net	$ 10,826	$ 6,868	$ 24,503	$ 10,633
Asset impairment charges	7,375	85,334	22,668	85,334
CCS [Member]
Segment Reporting Information [Line Items]
Integration and transaction costs	14,600	57,100	42,100	68,600
Restructuring costs, net	8,362	4,108	16,062	5,185
Asset impairment charges	7,400	10,900	22,700	10,900
Purchase accounting charges related to mark up of inventory		29,200	600	29,300
CMS [Member]
Segment Reporting Information [Line Items]
Integration and transaction costs	200	3,800	2,900	13,500
Restructuring costs, net	$ 2,464	2,760	$ 8,441	5,448
Asset impairment charges		$ 74,400		$ 74,400

XML

Segments and Geographic Information - Additional Information (Detail)	3 Months Ended		9 Months Ended
	Sep. 30, 2016	Sep. 30, 2015	Sep. 30, 2016	Sep. 30, 2015
Sales Revenue, Net [Member] | Customers Located Outside of the U.S [Member]
Segment Reporting Information [Line Items]
Concentration risk percentage	45.00%	48.90%	46.30%	50.20%

XML

Segments and Geographic Information - Summary of Sales by Geographic Region, Based on Destination of Product Shipments (Detail) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2016	Sep. 30, 2015	Sep. 30, 2016	Sep. 30, 2015
Revenues from External Customers and Long-Lived Assets [Line Items]
Net sales	$ 1,293,948	$ 972,597	$ 3,744,715	$ 2,665,287
United States [Member]
Revenues from External Customers and Long-Lived Assets [Line Items]
Net sales	712,200	497,300	2,011,200	1,326,900
Europe, Middle East and Africa [Member]
Revenues from External Customers and Long-Lived Assets [Line Items]
Net sales	233,900	196,400	693,400	533,100
Asia Pacific [Member]
Revenues from External Customers and Long-Lived Assets [Line Items]
Net sales	245,900	187,000	736,200	537,400
Central and Latin America [Member]
Revenues from External Customers and Long-Lived Assets [Line Items]
Net sales	69,200	65,600	212,400	197,300
Canada [Member]
Revenues from External Customers and Long-Lived Assets [Line Items]
Net sales	$ 32,700	$ 26,300	$ 91,500	$ 70,600

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Restructuring Costs - Summary of Company's Net Pretax Restructuring Charges (Detail) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2016	Sep. 30, 2015	Sep. 30, 2016	Sep. 30, 2015
Restructuring Cost and Reserve [Line Items]
Restructuring costs, net	$ 10,826	$ 6,868	$ 24,503	$ 10,633
CCS [Member]
Restructuring Cost and Reserve [Line Items]
Restructuring costs, net	8,362	4,108	16,062	5,185
CMS [Member]
Restructuring Cost and Reserve [Line Items]
Restructuring costs, net	$ 2,464	$ 2,760	$ 8,441	$ 5,448

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Restructuring Costs - Activity within Liability Established for Restructuring Actions (Detail) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2016	Sep. 30, 2015	Sep. 30, 2016	Sep. 30, 2015	Dec. 31, 2015
Restructuring Cost and Reserve [Line Items]
Beginning balance			$ 37,089
Additional charge recorded	$ 10,826	$ 6,868	24,503	$ 10,633
Ending balance	30,430		30,430
Restructuring reserve, current	20,887		20,887		$ 24,480
Other Accrued Liabilities [Member]
Restructuring Cost and Reserve [Line Items]
Restructuring reserve, current	20,887		20,887		24,480
Other Noncurrent Liabilities [Member]
Restructuring Cost and Reserve [Line Items]
Restructuring reserve, non-current	9,543		9,543		$ 12,609
Cost Alignment Restructuring Plan [Member]
Restructuring Cost and Reserve [Line Items]
Beginning balance	6,948		8,375
Additional charge recorded	174		120
Cash paid	(562)		(2,163)
Consideration received			3,656
Foreign exchange and other non-cash items	2		(3,426)
Ending balance	6,562		6,562
BNS Integration Restructuring Plan [Member]
Restructuring Cost and Reserve [Line Items]
Beginning balance	21,257		28,714
Additional charge recorded	10,652		24,383
Cash paid	(9,373)		(27,452)
Foreign exchange and other non-cash items	1,332		(1,777)
Ending balance	23,868		23,868
Employee-Related Costs [Member] | Cost Alignment Restructuring Plan [Member]
Restructuring Cost and Reserve [Line Items]
Beginning balance	452		1,005
Additional charge recorded	126		100
Cash paid	(129)		(681)
Foreign exchange and other non-cash items	2		27
Ending balance	451		451
Employee-Related Costs [Member] | BNS Integration Restructuring Plan [Member]
Restructuring Cost and Reserve [Line Items]
Beginning balance	21,257		28,714
Additional charge recorded	10,900		19,923
Cash paid	(8,517)		(24,852)
Foreign exchange and other non-cash items	(21)		(166)
Ending balance	23,619		23,619
Lease Termination Costs [Member] | Cost Alignment Restructuring Plan [Member]
Restructuring Cost and Reserve [Line Items]
Beginning balance	6,496		7,370
Additional charge recorded	48		223
Cash paid	(433)		(1,482)
Ending balance	6,111		6,111
Lease Termination Costs [Member] | BNS Integration Restructuring Plan [Member]
Restructuring Cost and Reserve [Line Items]
Additional charge recorded	249		249
Ending balance	249		249
Fixed Asset Related Costs [Member] | Cost Alignment Restructuring Plan [Member]
Restructuring Cost and Reserve [Line Items]
Additional charge recorded			(203)
Consideration received			3,656
Foreign exchange and other non-cash items			(3,453)
Fixed Asset Related Costs [Member] | BNS Integration Restructuring Plan [Member]
Restructuring Cost and Reserve [Line Items]
Additional charge recorded	(497)		4,211
Cash paid	(856)		(2,600)
Foreign exchange and other non-cash items	$ 1,353		$ (1,611)

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Restructuring Costs - Additional Information (Detail)	3 Months Ended	9 Months Ended
	Sep. 30, 2016 USD ($)	Sep. 30, 2016 USD ($)
BNS [Member]
Restructuring Cost and Reserve [Line Items]
Recognized restructuring charges	$ 48,200,000	$ 48,200,000
Cost Alignment Restructuring Plan [Member]
Restructuring Cost and Reserve [Line Items]
Recognized restructuring charges	89,000,000	89,000,000
Cash payments	562,000	2,163,000
Minimum [Member] | BNS [Member]
Restructuring Cost and Reserve [Line Items]
Additional pretax costs expected to be incurred to complete previously announced initiatives	100,000	100,000
Cash payments		9,000,000
Additional payments between 2017 and 2022		14,000,000
Minimum [Member] | Cost Alignment Restructuring Plan [Member]
Restructuring Cost and Reserve [Line Items]
Additional pretax costs expected to be incurred to complete previously announced initiatives	500,000	500,000
Cash payments		500,000
Additional payments between 2017 and 2022		6,500,000
Maximum [Member] | BNS [Member]
Restructuring Cost and Reserve [Line Items]
Additional pretax costs expected to be incurred to complete previously announced initiatives	500,000	500,000
Cash payments		10,000,000
Additional payments between 2017 and 2022		15,000,000
Maximum [Member] | Cost Alignment Restructuring Plan [Member]
Restructuring Cost and Reserve [Line Items]
Additional pretax costs expected to be incurred to complete previously announced initiatives	$ 1,000,000	1,000,000
Cash payments		1,000,000
Additional payments between 2017 and 2022		$ 7,000,000

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Employee Benefit Plans - Pretax Amounts for Net Periodic Benefit Cost and Other Amounts Included in Other Comprehensive Income (Loss) for the Defined Benefit Pension and Other Postretirement Benefit Plans (Detail) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2016	Sep. 30, 2015	Sep. 30, 2016	Sep. 30, 2015
U.S. Pension Benefits Plans [Member]
Defined Benefit Plan Disclosure [Line Items]
Interest cost	$ 1,620	$ 1,647	$ 4,860	$ 4,879
Recognized actuarial loss (gain)	236	191	708	506
Expected return on plan assets	(1,750)	(1,882)	(5,250)	(5,643)
Net periodic benefit cost (income)	106	(44)	318	(258)
Non-U.S. Pension Benefits Plans [Member]
Defined Benefit Plan Disclosure [Line Items]
Service cost	821	429	4,013	645
Interest cost	1,189	1,480	4,685	4,131
Recognized actuarial loss (gain)	26	13	82	39
Expected return on plan assets	(2,146)	(1,932)	(6,726)	(5,135)
Net periodic benefit cost (income)	(110)	(10)	2,054	(320)
U.S. Other Postretirement Benefits Plans [Member]
Defined Benefit Plan Disclosure [Line Items]
Service cost	1	7	3	21
Interest cost	135	161	405	483
Recognized actuarial loss (gain)	(346)	(283)	(1,038)	(849)
Amortization of prior service credit	(1,055)	(2,457)	(3,165)	(7,372)
Net periodic benefit cost (income)	$ (1,265)	$ (2,572)	$ (3,795)	$ (7,717)

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Employee Benefit Plans - Additional Information (Detail) - Pension Plans and Postretirement Benefit Plans [Member] - USD ($) $ in Millions	3 Months Ended	9 Months Ended
	Sep. 30, 2016	Sep. 30, 2016
Defined Benefit Plan Disclosure [Line Items]
Company's contribution to defined benefit plans	$ 3.4	$ 7.9
Additional contribution amount for remaining fiscal period		$ 0.8

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Stockholders' Equity - Additional Information (Detail) - USD ($) $ in Millions		9 Months Ended
	Mar. 31, 2016	Sep. 30, 2016
Stockholders Equity [Line Items]
Unrecognized compensation costs related to unvested stock options, restricted stock unit awards (RSUs) and performance share units (PSUs)		$ 63.3
Recognition period of unrecognized compensation costs		1 year 6 months
Incremental compensation cost resulted from modification	$ 1.6
Stock Options [Member]
Stockholders Equity [Line Items]
Contractual term		10 years
Performance Shares [Member]
Stockholders Equity [Line Items]
Vesting period, year		3 years
Minimum [Member] | Stock Options [Member]
Stockholders Equity [Line Items]
Vesting period, year		1 year
Minimum [Member] | Performance Shares [Member]
Stockholders Equity [Line Items]
Number of shares issued on performance		0.00%
Minimum [Member] | Restricted Stock Units (RSUs) [Member]
Stockholders Equity [Line Items]
Vesting period, year		1 year
Maximum [Member] | Stock Options [Member]
Stockholders Equity [Line Items]
Vesting period, year		5 years
Maximum [Member] | Performance Shares [Member]
Stockholders Equity [Line Items]
Number of shares issued on performance		150.00%
Maximum [Member] | Restricted Stock Units (RSUs) [Member]
Stockholders Equity [Line Items]
Vesting period, year		3 years

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Stockholders' Equity - Summary of the Equity-Based Compensation Expense Included in the Condensed Consolidated Statements of Operations and Comprehensive Income (Loss) (Detail) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2016	Sep. 30, 2015	Sep. 30, 2016	Sep. 30, 2015
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items]
Total equity-based compensation expense	$ 8,375	$ 5,677	$ 26,621	$ 21,055
Selling, General and Administrative [Member]
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items]
Total equity-based compensation expense	6,409	4,324	20,306	16,038
Cost of Sales [Member]
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items]
Total equity-based compensation expense	1,104	761	3,551	2,821
Research and Development [Member]
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items]
Total equity-based compensation expense	$ 862	$ 592	$ 2,764	$ 2,196

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Stockholders' Equity - Summary of Stock Option Activity (Detail) - Non Qualified Stock Option [Member] $ / shares in Units, shares in Thousands, $ in Thousands	3 Months Ended	9 Months Ended
	Sep. 30, 2016 USD ($) $ / shares shares	Sep. 30, 2016 USD ($) $ / shares shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares, Options Beginning Balance | shares	6,625	7,458
Shares, Granted | shares	11	385
Shares, Exercised | shares	(234)	(1,246)
Shares, Forfeited | shares	(34)	(229)
Shares, Options Ending Balance | shares	6,368	6,368
Shares, Options exercisable Ending Balance | shares	5,497	5,497
Shares, Options expected to vest | shares	868	868
Weighted Average Option Exercise Price Per Share, Options Beginning Balance | $ / shares	$ 10.10	$ 8.81
Weighted Average Option Exercise Price Per Share, Granted | $ / shares	29.59	25.08
Weighted Average Option Exercise Price Per Share, Exercised | $ / shares	7.03	6.93
Weighted Average Option Exercise Price Per Share, Forfeited or expired | $ / shares	21.07	8.02
Weighted Average Option Exercise Price Per Share, Options Ending Balance | $ / shares	10.19	10.19
Weighted Average Option Exercise Price Per Share, Options exercisable Ending Balance | $ / shares	7.49	7.49
Weighted Average Option Exercise Price Per Share, Options expected to vest | $ / shares	$ 27.28	$ 27.28
Weighted Average Remaining Contractual Term in Years, Options outstanding	5 years	5 years
Weighted Average Remaining Contractual Term in Years, Options exercisable		4 years 4 months 24 days
Weighted Average Remaining Contractual Term in Years, Options expected to vest		8 years 7 months 6 days
Aggregate Intrinsic Value, Options outstanding as of September 30, 2016 | $	$ 127,299	$ 127,299
Aggregate Intrinsic Value, Options exercisable at September 30, 2016 | $	124,378	124,378
Aggregate Intrinsic Value, Options expected to vest | $	$ 2,910	$ 2,910

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Stockholders' Equity - Summary of Exercise Price (Detail) shares in Thousands	9 Months Ended
	Sep. 30, 2016 $ / shares shares
$2.96 to $5.35 [Member]
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Range of Exercise Prices Minimum	$ 2.96
Range of Exercise Prices Maximum	$ 5.35
Options Outstanding Shares | shares	380
Weighted Average Remaining Contractual Life	2 years 6 months
Weighted Average Exercise Price Per Share, Options Outstanding	$ 2.96
Options Exercisable Shares | shares	380
Weighted Average Exercise Price Per Share, Options Exercisable	$ 2.96
$5.36 to $5.67 [Member]
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Range of Exercise Prices Minimum	5.36
Range of Exercise Prices Maximum	$ 5.67
Options Outstanding Shares | shares	342
Weighted Average Remaining Contractual Life	5 years 3 months 18 days
Weighted Average Exercise Price Per Share, Options Outstanding	$ 5.57
Options Exercisable Shares | shares	327
Weighted Average Exercise Price Per Share, Options Exercisable	$ 5.57
$5.68 to $8.54 [Member]
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Range of Exercise Prices Minimum	5.68
Range of Exercise Prices Maximum	$ 8.54
Options Outstanding Shares | shares	3,312
Weighted Average Remaining Contractual Life	4 years 3 months 18 days
Weighted Average Exercise Price Per Share, Options Outstanding	$ 5.74
Options Exercisable Shares | shares	3,312
Weighted Average Exercise Price Per Share, Options Exercisable	$ 5.74
$8.55 to $8.90 [Member]
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Range of Exercise Prices Minimum	8.55
Range of Exercise Prices Maximum	$ 8.90
Options Outstanding Shares | shares	1,032
Weighted Average Remaining Contractual Life	3 years 9 months 18 days
Weighted Average Exercise Price Per Share, Options Outstanding	$ 8.61
Options Exercisable Shares | shares	1,032
Weighted Average Exercise Price Per Share, Options Exercisable	$ 8.61
$8.91 to $23.00 [Member]
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Range of Exercise Prices Minimum	8.91
Range of Exercise Prices Maximum	$ 23.00
Options Outstanding Shares | shares	462
Weighted Average Remaining Contractual Life	7 years 3 months 18 days
Weighted Average Exercise Price Per Share, Options Outstanding	$ 22.55
Options Exercisable Shares | shares	426
Weighted Average Exercise Price Per Share, Options Exercisable	$ 22.91
$23.01 to $33.12 [Member]
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Range of Exercise Prices Minimum	23.01
Range of Exercise Prices Maximum	$ 33.12
Options Outstanding Shares | shares	840
Weighted Average Remaining Contractual Life	8 years 8 months 12 days
Weighted Average Exercise Price Per Share, Options Outstanding	$ 28.07
Options Exercisable Shares | shares	20
Weighted Average Exercise Price Per Share, Options Exercisable	$ 28.90
$2.96 to $33.12 [Member]
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Range of Exercise Prices Minimum	2.96
Range of Exercise Prices Maximum	$ 33.12
Options Outstanding Shares | shares	6,368
Weighted Average Remaining Contractual Life	5 years
Weighted Average Exercise Price Per Share, Options Outstanding	$ 10.19
Options Exercisable Shares | shares	5,497
Weighted Average Exercise Price Per Share, Options Exercisable	$ 7.49

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Stockholders' Equity - Summary of Weighted Average Assumptions Used to Estimate Fair Value of Stock Option (Detail) - Stock Options [Member] - $ / shares	3 Months Ended		9 Months Ended
	Sep. 30, 2016	Sep. 30, 2015	Sep. 30, 2016	Sep. 30, 2015
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected option term (in years)	6 years	5 years	6 years	5 years 7 months 6 days
Risk-free interest rate	1.20%	1.50%	1.40%	1.60%
Expected volatility	50.00%	43.00%	50.00%	43.00%
Weighted average exercise price	$ 29.59	$ 27.69	$ 25.08	$ 29.38
Weighted average fair value at grant date	$ 14.17	$ 14.34	$ 12.09	$ 13.74

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Stockholders' Equity - Summary of PSU Activity (Detail) - Performance Shares [Member] - $ / shares shares in Thousands	3 Months Ended	9 Months Ended
	Sep. 30, 2016	Sep. 30, 2016
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Non-vested share units, Beginning balance	444	175
Shares, Granted	5	274
Shares, Forfeited	(9)	(9)
Non-vested share units, Ending balance	440	440
Weighted Average Grant Date Fair Value Per Share, Non-vested share units, Beginning balance	$ 27.24	$ 30.76
Weighted Average Grant Date Fair Value Per Share, Granted	29.59	25.05
Weighted Average Grant Date Fair Value Per Share, Forfeited	30.76	30.76
Weighted Average Grant Date Fair Value Per Share, Non-vested share units, Ending balance	$ 27.20	$ 27.20

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Stockholders' Equity - Summary of RSU Activity (Detail) - Restricted Stock Units (RSUs) [Member] - $ / shares shares in Thousands	3 Months Ended	9 Months Ended
	Sep. 30, 2016	Sep. 30, 2016
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Non-vested share units, Beginning balance	2,760	1,567
Shares, Granted	5	1,628
Shares, Vested and shares issued	(22)	(370)
Shares, Forfeited	(66)	(148)
Non-vested share units, Ending balance	2,677	2,677
Weighted Average Grant Date Fair Value Per Share, Non-vested share units, Beginning balance	$ 26.69	$ 29.37
Weighted Average Grant Date Fair Value Per Share, Granted	29.59	25.05
Weighted Average Grant Date Fair Value Per Share, Vested and shares issued	31.80	30.89
Weighted Average Grant Date Fair Value Per Share, Forfeited	26.49	27.07
Weighted Average Grant Date Fair Value Per Share, Non-vested share units, Ending balance	$ 26.66	$ 26.66

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Subsequent Events - Additional Information (Detail) - USD ($) $ in Thousands	1 Months Ended	9 Months Ended
	Oct. 31, 2016	Sep. 30, 2016	Dec. 31, 2015
Subsequent Event [Line Items]
Debt issuance costs		$ 81,905	$ 97,514
Senior Secured Term Loan Due December 2022 [Member]
Subsequent Event [Line Items]
Maturity date		Dec. 31, 2022
Interest rate margin		3.00%
Subsequent Event [Member] | Senior Secured Term Loan Due December 2022 Amendment [Member]
Subsequent Event [Line Items]
Maturity date	Dec. 31, 2022
Interest rate margin	2.50%
LIBOR floor	0.75%
Original issue discount	$ 3,100
Debt issuance costs	$ 1,500