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Form 8.3 - ARRIS GROUP INC

20th Nov 2015 14:34

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: 19 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: 12,038 0.01% 1,466,648 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: 13,000 0.01% 17,100 0.01%
(4)
TOTAL: 161,838 0.11% 2,045,718 1.39%

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 28.3300 USD
ORD Purchase 1,000 29.4272 USD
ORD Purchase 1,000 29.4890 USD
ORD Purchase 1,933 29.5860 USD
ORD Purchase 2,395 29.4544 USD
ORD Purchase 2,800 29.6550 USD
ORD Purchase 2,800 29.4397 USD
ORD Purchase 6,900 29.7200 USD
ORD Purchase 9,200 29.4107 USD
ORD Purchase 9,769 29.3355 USD
ORD Purchase 13,347 29.3366 USD
ORD Purchase 14,291 28.8179 USD
ORD Purchase 19,600 29.2874 USD
ORD Purchase 72,454 29.0700 USD
ORD Sale 66 29.5900 USD
ORD Sale 100 29.3250 USD
ORD Sale 147 29.2406 USD
ORD Sale 200 29.6100 USD
ORD Sale 225 28.9700 USD
ORD Sale 293 29.7200 USD
ORD Sale 300 29.0166 USD
ORD Sale 349 29.2528 USD
ORD Sale 400 29.6150 USD
ORD Sale 600 29.7900 USD
ORD Sale 700 29.6600 USD
ORD Sale 700 29.6500 USD
ORD Sale 700 29.6200 USD
ORD Sale 800 29.2581 USD
ORD Sale 1,004 29.4609 USD
ORD Sale 1,300 29.7000 USD
ORD Sale 1,400 29.6550 USD
ORD Sale 2,237 28.4665 USD
ORD Sale 3,100 29.3053 USD
ORD Sale 3,200 29.3701 USD
ORD Sale 3,600 29.6274 USD
ORD Sale 3,600 29.4447 USD
ORD Sale 3,800 29.2947 USD
ORD Sale 3,931 29.2772 USD
ORD Sale 4,251 29.2887 USD
ORD Sale 5,400 29.3926 USD
ORD Sale 5,600 29.3889 USD
ORD Sale 10,750 28.8255 USD
ORD Sale 11,000 29.2847 USD
ORD Sale 14,175 29.3984 USD
ORD Sale 72,454 29.0700 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 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 Purchasing 4,800 27.5000 USD American 20 Nov 2015
ORD Call Options Selling 200 27.5000 USD American 20 Nov 2015

(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: 20 Nov 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
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 -1,100 30.0000 American 18 Dec 2015
ORD Put Options Written 400 25.0000 American 20 Nov 2015
ORD Call Options Purchased 700 30.0000 American 20 Nov 2015
ORD Call Options Written -15,800 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 Put Options Purchased -200 20.0000 American 20 Nov 2015
ORD Call Options Purchased 3,100 27.5000 American 20 Nov 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/20151120005537/en/

Copyright Business Wire 2015


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