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Form 8.3 - ARRIS GROUP INC

25th Aug 2015 15:21

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: 24 August 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: 34,044 0.02% 399,208 0.27%
(2) Cash-settled derivatives:
125,000 0.09% 414,359 0.28%
(3) Stock-settled derivatives (including options)
and agreements to purchase/sell: 8,900 0.01% 13,200 0.01%
TOTAL: 167,944 0.12% 826,767 0.56%

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 23 25.9500 USD
ORD Purchase 38 25.4500 USD
ORD Purchase 100 26.0800 USD
ORD Purchase 100 25.9450 USD
ORD Purchase 126 25.4300 USD
ORD Purchase 400 25.8725 USD
ORD Purchase 500 25.9260 USD
ORD Purchase 676 25.6841 USD
ORD Purchase 900 25.9166 USD
ORD Purchase 1,300 25.6046 USD
ORD Purchase 2,173 25.3200 USD
ORD Purchase 3,618 25.8457 USD
ORD Purchase 3,900 25.7308 USD
ORD Purchase 4,400 25.3712 USD
ORD Purchase 5,293 25.6694 USD
ORD Purchase 9,200 25.5669 USD
ORD Purchase 9,887 25.7412 USD
ORD Purchase 20,017 25.7406 USD
ORD Purchase 30,680 25.7704 USD
ORD Sale 38 25.4500 USD
ORD Sale 100 26.1400 USD
ORD Sale 100 25.6300 USD
ORD Sale 100 25.5300 USD
ORD Sale 126 25.4300 USD
ORD Sale 176 25.3500 USD
ORD Sale 200 25.5600 USD
ORD Sale 300 25.7796 USD
ORD Sale 1,300 26.0188 USD
ORD Sale 1,400 25.8467 USD
ORD Sale 1,600 25.7500 USD
ORD Sale 2,173 25.3200 USD
ORD Sale 2,480 25.5520 USD
ORD Sale 2,600 25.7777 USD
ORD Sale 5,508 25.7744 USD
ORD Sale 5,525 25.7152 USD
ORD Sale 7,700 25.4872 USD
ORD Sale 7,800 25.5167 USD
ORD Sale 8,812 25.7824 USD
ORD Sale 44,470 25.7591 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: 25 Aug 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 Call Options Written -1,100 27.5000 American 20 Nov 2015
ORD Call Options Purchased 100 30.0000 American 20 Nov 2015
ORD Call Options Written -12,100 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

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/20150825005923/en/

Copyright Business Wire 2015


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