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Form 8.3 - ARRIS GROUP INC

9th Sep 2015 13:57

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: 08 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: 41,059 0.03% 401,117 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% 14,200 0.01%
(4)
TOTAL: 174,959 0.12% 829,676 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 3 26.7400 USD
ORD Purchase 100 26.7100 USD
ORD Purchase 200 26.3700 USD
ORD Purchase 236 26.7000 USD
ORD Purchase 253 25.9200 USD
ORD Purchase 300 26.7233 USD
ORD Purchase 313 26.7163 USD
ORD Purchase 374 26.7079 USD
ORD Purchase 400 26.7150 USD
ORD Purchase 552 26.7284 USD
ORD Purchase 800 26.7050 USD
ORD Purchase 1,009 26.7253 USD
ORD Purchase 2,000 26.5574 USD
ORD Purchase 2,710 26.6741 USD
ORD Purchase 3,200 26.7315 USD
ORD Purchase 3,400 26.7450 USD
ORD Purchase 4,100 26.6644 USD
ORD Purchase 4,300 26.6782 USD
ORD Purchase 7,516 26.6485 USD
ORD Sale 13 26.7800 USD
ORD Sale 100 26.7500 USD
ORD Sale 139 26.7264 USD
ORD Sale 200 26.7400 USD
ORD Sale 253 25.9200 USD
ORD Sale 358 26.7200 USD
ORD Sale 1,600 26.6185 USD
ORD Sale 2,000 26.7625 USD
ORD Sale 2,300 26.7036 USD
ORD Sale 2,645 26.7300 USD
ORD Sale 2,842 26.6024 USD
ORD Sale 2,900 26.7153 USD
ORD Sale 5,200 26.6998 USD
ORD Sale 6,925 26.6294 USD
ORD Sale 7,000 26.6962 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: 9 Sep 2015
Contact name: RAJESH MUTHANNA
Telephone number: 020 3555 4634

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 -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

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/20150909006031/en/

Copyright Business Wire 2015


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