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Form 8.3 - PACE PLC

11th Sep 2015 14:49

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 interests and short positions disclosed, if different from 1(a):

The naming of nominee or vehicle companies is insufficient. For a trust, the trustee(s), settlor and beneficiaries must be named.

(c) Name of offeror/offeree in relation to whose relevant securities this form relates:

Use a separate form for each offeror/offeree

PACE PLC

(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:

For an opening position disclosure, state the latest practicable date prior to the disclosure

10 September 2015

(f) In addition to the company in 1(c) above, is the discloser making disclosures in respect of any other party to the offer?

If it is a cash offer or possible cash offer, state “N/A”

YES

ARRIS GROUP INC

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: 8,450,561 2.64% 198,610 0.06%
(2) Cash-settled derivatives:
117,730 0.04% 7,212,520 2.25%
(3) Stock-settled derivatives (including options)
and agreements to purchase/sell: 0 0.00% 0 0.00%
(4)
TOTAL: 8,568,291 2.68% 7,411,130 2.31%

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 442 3.6150 GBP
ORD Purchase 2,505 3.6093 GBP
ORD Purchase 3,351 3.6119 GBP
ORD Purchase 4,577 3.6094 GBP
ORD Purchase 9,050 3.5963 GBP
ORD Purchase 9,673 3.5984 GBP
ORD Purchase 17,944 3.6117 GBP
ORD Purchase 17,960 3.6022 GBP
ORD Purchase 31,019 3.5981 GBP
ORD Sale 362 3.6080 GBP
ORD Sale 603 3.6070 GBP
ORD Sale 682 3.6049 GBP
ORD Sale 1,162 3.5918 GBP
ORD Sale 1,773 3.6035 GBP
ORD Sale 1,779 3.6015 GBP
ORD Sale 4,332 3.6019 GBP
ORD Sale 7,764 3.6018 GBP
ORD Sale 9,493 3.6007 GBP
ORD Sale 10,576 3.5953 GBP
ORD Sale 22,262 3.6020 GBP
ORD Sale 38,302 3.5978 GBP
(b) Cash-settled derivative transactions
Class of Product Nature of dealing Number of Price per
relevant description reference unit
security securities
ORD CFD Long 735 3.6057 GBP
ORD CFD Long 1,020 3.6034 GBP
ORD CFD Long 2,291 3.6037 GBP
ORD SWAP Long 4,332 3.6020 GBP
ORD CFD Long 6,002 3.6051 GBP
ORD SWAP Long 6,002 3.6051 GBP
ORD SWAP Long 9,960 3.5997 GBP
ORD CFD Long 9,273 3.5986 GBP
ORD SWAP Long 63,350 3.5984 GBP
ORD CFD Short 6 3.6350 GBP
ORD CFD Short 9 3.6244 GBP
ORD CFD Short 13 3.6253 GBP
ORD CFD Short 30 3.6323 GBP
ORD CFD Short 33 3.6245 GBP
ORD CFD Short 34 3.6352 GBP
ORD CFD Short 70 3.6204 GBP
ORD CFD Short 94 3.6344 GBP
ORD CFD Short 105 3.6334 GBP
ORD CFD Short 330 3.6294 GBP
ORD CFD Short 420 3.6404 GBP
ORD CFD Short 546 3.6037 GBP
ORD CFD Short 1,020 3.5895 GBP
ORD SWAP Short 2,081 3.6021 GBP
ORD CFD Short 3,294 3.6030 GBP
ORD CFD Short 6,596 3.6102 GBP
ORD CFD Short 16,679 3.6132 GBP
ORD SWAP Short 64,239 3.5990 GBP

(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?

NO

Date of disclosure:

11 Sept 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.

View source version on businesswire.com: http://www.businesswire.com/news/home/20150911005457/en/

Copyright Business Wire 2015


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