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Form 8.3 - ARRIS GROUP INC

8th Jun 2015 13:53

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: 5 June 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: 15,007 0.01% 808,692 0.55%
(2) Cash-settled derivatives:
125,000 0.09% 740,183 0.51%
(3) Stock-settled derivatives (including options)
and agreements to purchase/sell: 9,600 0.01% 27,300 0.02%
(4)
TOTAL: 149,607 0.11% 1,576,175 1.06%

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 33.9500 USD
ORD Purchase 32 33.8987 USD
ORD Purchase 200 33.7450 USD
ORD Purchase 240 33.9525 USD
ORD Purchase 700 33.7741 USD
ORD Purchase 785 33.6314 USD
ORD Purchase 984 33.8196 USD
ORD Purchase 1,100 33.7681 USD
ORD Purchase 1,114 33.9000 USD
ORD Purchase 1,368 33.7701 USD
ORD Purchase 1,438 33.7393 USD
ORD Purchase 4,961 33.7211 USD
ORD Purchase 5,100 33.7670 USD
ORD Purchase 14,100 33.8258 USD
ORD Purchase 15,360 33.9002 USD
ORD Purchase 18,346 33.8239 USD
ORD Purchase 19,200 33.8102 USD
ORD Sale -110 33.8801 USD
ORD Sale 1 33.9500 USD
ORD Sale 2 33.9450 USD
ORD Sale 100 33.7900 USD
ORD Sale 100 33.9700 USD
ORD Sale 300 33.9540 USD
ORD Sale 453 33.7003 USD
ORD Sale 500 33.6880 USD
ORD Sale 658 33.6411 USD
ORD Sale 1,100 33.8331 USD
ORD Sale 1,800 33.7872 USD
ORD Sale 2,000 33.7780 USD
ORD Sale 2,100 33.7701 USD
ORD Sale 2,135 33.6591 USD
ORD Sale 7,600 33.7303 USD
ORD Sale 11,600 33.8625 USD
ORD Sale 16,414 33.9000 USD
ORD Sale 18,100 33.8088 USD
ORD Sale 20,068 33.8179 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: 8 Jun 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 Put Options Purchased -2,100 27.5000 American 21 Aug 2015
ORD Put Options Purchased -900 30.0000 American 21 Aug 2015
ORD Put Options Purchased -1,000 32.5000 American 21 Aug 2015
ORD Put Options Written 1,800 25.0000 American 21 Aug 2015
ORD Put Options Written 4,900 40.0000 American 20 Nov 2015
ORD Call Options Purchased 700 25.0000 American 21 Aug 2015
ORD Call Options Purchased 100 30.0000 American 20 Nov 2015
ORD Call Options Purchased 1,700 35.0000 American 21 Aug 2015
ORD Call Options Purchased 100 35.0000 American 20 Nov 2015
ORD Call Options Purchased 300 37.5000 American 21 Aug 2015
ORD Call Options Written -300 32.5000 American 19 Jun 2015
ORD Call Options Written -900 32.5000 American 21 Aug 2015
ORD Call Options Written -200 35.0000 American 19 Jun 2015
ORD Call Options Written -4,000 35.0000 American 17 Jul 2015
ORD Call Options Written -1,400 37.5000 American 19 Jun 2015
ORD Call Options Written -12,400 37.5000 American 20 Nov 2015
ORD Call Options Written -3,800 40.0000 American 19 Jun 2015
ORD Call Options Written -300 40.0000 American 21 Aug 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/20150608005780/en/

Copyright Business Wire 2015


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