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Form 8.3 - ARRIS GROUP INC

1st Dec 2015 14:40

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: 30 November 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: 18,852 0.01% 1,459,320 1.00%
(2) Cash-settled derivatives:
136,800 0.09% 561,970 0.38%
(3) Stock-settled derivatives (including options)
and agreements to purchase/sell: 4,200 0.00% 1,200 0.00%
TOTAL: 159,852 0.10% 2,022,490 1.38%

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 1 30.6200 USD
ORD Purchase 95 30.5900 USD
ORD Purchase 100 30.6100 USD
ORD Purchase 200 30.4225 USD
ORD Purchase 214 30.6006 USD
ORD Purchase 300 30.5350 USD
ORD Purchase 300 30.4297 USD
ORD Purchase 300 30.5833 USD
ORD Purchase 400 30.6425 USD
ORD Purchase 500 30.5980 USD
ORD Purchase 601 30.6582 USD
ORD Purchase 750 30.5653 USD
ORD Purchase 800 30.3899 USD
ORD Purchase 900 30.4067 USD
ORD Purchase 1,000 30.6477 USD
ORD Purchase 1,336 30.5748 USD
ORD Purchase 1,388 30.5944 USD
ORD Purchase 1,504 30.4517 USD
ORD Purchase 1,800 30.5391 USD
ORD Purchase 1,800 30.5694 USD
ORD Purchase 2,096 30.5423 USD
ORD Purchase 2,103 30.4814 USD
ORD Purchase 2,157 30.5418 USD
ORD Purchase 2,354 30.5700 USD
ORD Purchase 2,440 30.4678 USD
ORD Purchase 2,800 30.4378 USD
ORD Purchase 3,050 30.4618 USD
ORD Purchase 4,970 30.4472 USD
ORD Purchase 7,290 30.5055 USD
ORD Purchase 13,500 30.5095 USD
ORD Purchase 23,297 30.5674 USD
ORD Purchase 33,576 30.5315 USD
ORD Sale 1 30.5800 USD
ORD Sale 1 30.5900 USD
ORD Sale 1 30.5950 USD
ORD Sale 100 30.6150 USD
ORD Sale 100 30.5100 USD
ORD Sale 100 30.5000 USD
ORD Sale 100 30.4800 USD
ORD Sale 200 30.5051 USD
ORD Sale 200 30.4200 USD
ORD Sale 300 30.5883 USD
ORD Sale 300 30.5033 USD
ORD Sale 300 30.4700 USD
ORD Sale 340 30.5064 USD
ORD Sale 400 30.5275 USD
ORD Sale 460 30.4530 USD
ORD Sale 500 30.5980 USD
ORD Sale 600 30.5859 USD
ORD Sale 684 30.4832 USD
ORD Sale 700 30.5028 USD
ORD Sale 700 30.5057 USD
ORD Sale 744 30.4015 USD
ORD Sale 800 30.3899 USD
ORD Sale 1,000 30.5820 USD
ORD Sale 1,000 30.6265 USD
ORD Sale 1,095 30.4698 USD
ORD Sale 1,351 30.5004 USD
ORD Sale 1,398 30.5176 USD
ORD Sale 1,900 30.5336 USD
ORD Sale 2,103 30.4814 USD
ORD Sale 2,400 30.5099 USD
ORD Sale 2,800 30.4380 USD
ORD Sale 3,700 30.5209 USD
ORD Sale 4,666 30.4461 USD
ORD Sale 5,050 30.5059 USD
ORD Sale 7,700 30.4768 USD
ORD Sale 7,900 30.5096 USD
ORD Sale 8,396 30.5585 USD
ORD Sale 10,500 30.5321 USD
ORD Sale 17,578 30.5276 USD
ORD Sale 26,892 30.5700 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: 1 Dec 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.

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
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 Put Options Written 400 30.0000 American 18 Dec 2015
ORD Call Options Written -1,200 30.0000 American 18 Dec 2015
ORD Call Options Purchased 3,800 30.0000 American 20 May 2016

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/20151201006103/en/

Copyright Business Wire 2015


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