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Form 8.3 - ARRIS GROUP INC

23rd Sep 2015 14:46

FORM 8.3

PUBLIC OPENING POSITION DISCLOSURE/DEALING DISCLOSURE BY

A PERSON WITH INTERESTS IN RELEVANT SECURITIES REPRESENTING 1% OR MORE

Rule 8.3 of the Takeover Code (the “Code”)

1. KEY INFORMATION

(a) Full name of discloser: Barclays PLC.
(b) Owner or controller of interest and short
positions disclosed, if different from 1(a):
(c) Name of offeror/offeree in relation to whose ARRIS GROUP INC
relevant securities this form relates:
(d) If an exempt fund manager connected with an
offeror/offeree, state this and specify identity of
offeror/offeree:
(e) Date position held/dealing undertaken: 22 September 2015
(f) In addition to the company in 1(c) above, is the discloser making YES:
disclosures in respect of any other party to the offer? PACE PLC

2. POSITIONS OF THE PERSON MAKING THE DISCLOSURE

If there are positions or rights to subscribe to disclose in more than one class of relevant securities of the offeror or offeree named in 1(c), copy table 2(a) or (b) (as appropriate) for each additional class of relevant security.

(a) Interests and short positions in the relevant securities of the offeror or offeree to which the disclosure relates following the dealing (if any)

Class of relevant security: ORD
Interests Short Positions
Number (%) Number (%)
(1) Relevant securities owned
and/or controlled: 87,222 0.06% 525,389 0.36%
(2) Cash-settled derivatives:
125,000 0.09% 414,359 0.28%
(3) Stock-settled derivatives (including options)
and agreements to purchase/sell: 9,500 0.01% 16,900 0.01%
TOTAL: 221,722 0.16% 956,648 0.65%

All interests and all short positions should be disclosed.

Details of any open stock-settled derivative positions (including traded options), or agreements to purchase or sell relevant securities, should be given on a Supplemental Form 8 (Open Positions).

(b) Rights to subscribe for new securities (including directors’ and other employee options)

Class of relevant security in relation to which subscription right exists:
Details, including nature of the rights concerned and relevant percentages:

3. DEALINGS (IF ANY) BY THE PERSON MAKING THE DISCLOSURE

Where there have been dealings in more than one class of relevant securities of the offeror or offeree named in 1(c), copy table 3(a), (b), (c) or (d) (as appropriate) for each additional class of relevant security dealt in.

The currency of all prices and other monetary amounts should be stated.

(a) Purchases and sales

Class of relevant Purchase/sale Number of Price per unit
security securities
ORD Purchase 100 26.5100 USD
ORD Purchase 200 26.4750 USD
ORD Purchase 230 26.4678 USD
ORD Purchase 270 26.4001 USD
ORD Purchase 270 26.5007 USD
ORD Purchase 300 26.4600 USD
ORD Purchase 354 26.5015 USD
ORD Purchase 443 26.4666 USD
ORD Purchase 600 26.5000 USD
ORD Purchase 689 26.4533 USD
ORD Purchase 693 26.4938 USD
ORD Purchase 716 26.4300 USD
ORD Purchase 800 26.4200 USD
ORD Purchase 910 26.4487 USD
ORD Purchase 1,780 26.4619 USD
ORD Purchase 1,845 26.4528 USD
ORD Purchase 2,050 26.5055 USD
ORD Purchase 2,148 26.4620 USD
ORD Purchase 2,797 26.4924 USD
ORD Purchase 3,300 26.4729 USD
ORD Purchase 3,484 26.4229 USD
ORD Purchase 5,713 26.4581 USD
ORD Purchase 6,582 26.5113 USD
ORD Purchase 8,000 26.4876 USD
ORD Purchase 8,360 26.4567 USD
ORD Purchase 8,496 26.4842 USD
ORD Purchase 8,800 26.4659 USD
ORD Purchase 9,700 26.5702 USD
ORD Purchase 15,800 26.4798 USD
ORD Purchase 108,682 26.4499 USD
ORD Sale 72 26.4612 USD
ORD Sale 94 26.4860 USD
ORD Sale 99 26.4800 USD
ORD Sale 100 26.5100 USD
ORD Sale 100 26.4900 USD
ORD Sale 122 26.5091 USD
ORD Sale 270 26.4001 USD
ORD Sale 400 26.5000 USD
ORD Sale 782 26.5111 USD
ORD Sale 1,400 26.4754 USD
ORD Sale 1,900 26.4710 USD
ORD Sale 2,700 26.5361 USD
ORD Sale 5,649 26.4571 USD
ORD Sale 11,715 26.5556 USD
ORD Sale 17,000 26.4655 USD
ORD Sale 34,900 26.4625 USD
ORD Sale 120,899 26.4579 USD

(b) Cash-settled derivative transactions

Class of relevant security Product description

e.g. CFD

Nature of dealing

e.g. opening/closing a long/short position, increasing/reducing a long/short position

Number of reference securities Price per unit

(c) Stock-settled derivative transactions (including options)

(i) Writing, selling, purchasing or varying

Class of relevant security Product description e.g. call option Writing, purchasing, selling, varying etc. Number of securities to which option relates Exercise price per unit Type

e.g. American, European etc.

Expiry date Option money paid/ received per unit

(ii) Exercise

Class of relevant security Product description

e.g. call option

Exercising/ exercised against Number of securities Exercise price per unit

(d) Other dealings (including subscribing for new securities)

Class of relevant security Nature of dealing

e.g. subscription, conversion

Details Price per unit (if applicable)

4. OTHER INFORMATION

(a) Indemnity and other dealing arrangements

Details of any indemnity or option arrangement, or any agreement or understanding, formal or informal, relating to relevant securities which may be an inducement to deal or refrain from dealing entered into by the person making the disclosure and any party to the offer or any person acting in concert with a party to the offer:

Irrevocable commitments and letters of intent should not be included. If there are no such agreements, arrangements or understandings, state “none”

(b) Agreements, arrangements or understandings relating to options or derivatives

Details of any agreement, arrangement or understanding, formal or informal, between the person making the disclosure and any other person relating to:

(i) the voting rights of any relevant securities under any option; or

(ii) the voting rights or future acquisition or disposal of any relevant securities to which any derivative is referenced:

If there are no such agreements, arrangements or understandings, state “none”

(c) Attachments

Is a Supplemental Form 8 (Open Positions) attached? YES
Date of disclosure: 23 Sep 2015
Contact name: Jay Supaya
Telephone number: 020 7773 0635

Public disclosures under Rule 8 of the Code must be made to a Regulatory Information Service and must also be emailed to the Takeover Panel at [email protected]. The Panel’s Market Surveillance Unit is available for consultation in relation to the Code’s disclosure requirements on +44 (0)20 7638 0129.

The Code can be viewed on the Panel’s website at www.thetakeoverpanel.org.uk.

143221.01

SUPPLEMENTAL FORM 8 (OPEN POSITIONS)

DETAILS OF OPEN STOCK-SETTLED DERIVATIVE (INCLUDING OPTION) POSITIONS, AGREEMENTS TO PURCHASE OR SELL ETC.

Note 5(i) on Rule 8 of the Takeover Code (the “Code”)

1. KEY INFORMATION

Identity of the person whose positions/dealings Barclays PLC.
are being disclosed:
Name of offeror/offeree in relation to whose ARRIS GROUP INC NEW
relevant securities this from relates:

2. STOCK-SETTLED DERIVATIVES (INCLUDING OPTIONS)

Class Product Writing, Number Exercise Type Expiry
of description purchasing, of price date
relevant selling, securities per unit
security varying etc to which
option
relates
ORD Call Options Written -1,300 27.5000 American 20 Nov 2015
ORD Call Options Purchased 700 30.0000 American 20 Nov 2015
ORD Call Options Written -13,100 37.5000 American 20 Nov 2015
ORD Put Options Written 4,900 40.0000 American 20 Nov 2015
ORD Call Options Purchased 3,900 32.5000 American 20 Nov 2015
ORD Call Options Written -2,500 30.0000 American 16 Oct 2015

3. AGREEMENTS TO PURCHASE OR SELL ETC.

Full details should be given so that the nature of the interest or position can be fully understood:

It is not necessary to provide details on a Supplemental Form (Open Positions) with regard to cash-settled derivatives.

The currency of all prices and other monetary amounts should be stated.

The Panel’s Market Surveillance Unit is available for consultation in relation to the Code’s disclosure requirements on +44 (0)20 7638 0129.

The Code can be viewed on the Panel’s website at www.thetakeoverpanel.org.uk.

View source version on businesswire.com: http://www.businesswire.com/news/home/20150923005833/en/

Copyright Business Wire 2015


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