FORM 8.3 - ARRIS GROUP INC

LONDON--()--

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: 16 December 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: 166,002 0.11% 252,873 0.17%
           
(2) Cash-settled derivatives:
651,419 0.44% 0 0.00%
           
(3) Stock-settled derivatives (including options)
and agreements to purchase/sell: 12,100 0.01% 28,200 0.02%
           
 
TOTAL: 829,521 0.57% 281,073 0.19%

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 30.2200 USD
ORD Purchase 108 29.9700 USD
ORD Purchase 200 30.2300 USD
ORD Purchase 200 30.2299 USD
ORD Purchase 400 29.9500 USD
ORD Purchase 400 29.9687 USD
ORD Purchase 470 30.1014 USD
ORD Purchase 600 30.1267 USD
ORD Purchase 900 30.0394 USD
ORD Purchase 1,088 30.1506 USD
ORD Purchase 1,172 30.2400 USD
ORD Purchase 1,172 30.2600 USD
ORD Purchase 1,189 30.4315 USD
ORD Purchase 1,200 30.2075 USD
ORD Purchase 1,384 30.0382 USD
ORD Purchase 1,400 30.2035 USD
ORD Purchase 1,916 30.0610 USD
ORD Purchase 3,400 30.0910 USD
ORD Purchase 3,500 30.0274 USD
ORD Purchase 3,800 30.0717 USD
ORD Purchase 5,392 30.0876 USD
ORD Purchase 8,643 30.1996 USD
ORD Purchase 9,015 30.1137 USD
ORD Purchase 9,523 30.1013 USD
ORD Purchase 74,156 30.2000 USD
ORD Purchase 212,532 30.3800 USD
ORD Sale 80 30.1900 USD
ORD Sale 100 30.5750 USD
ORD Sale 100 29.9900 USD
ORD Sale 100 30.2050 USD
ORD Sale 100 30.4100 USD
ORD Sale 100 30.4200 USD
ORD Sale 100 29.9803 USD
ORD Sale 194 30.0886 USD
ORD Sale 200 29.9800 USD
ORD Sale 200 30.1950 USD
ORD Sale 337 30.0223 USD
ORD Sale 400 29.9687 USD
ORD Sale 489 30.4000 USD
ORD Sale 600 30.3841 USD
ORD Sale 600 29.9733 USD
ORD Sale 600 30.4333 USD
ORD Sale 800 30.0687 USD
ORD Sale 900 30.0424 USD
ORD Sale 1,016 30.0653 USD
ORD Sale 1,172 30.2400 USD
ORD Sale 1,172 30.2600 USD
ORD Sale 1,268 30.2000 USD
ORD Sale 1,655 30.1692 USD
ORD Sale 2,600 30.0153 USD
ORD Sale 3,610 30.0780 USD
ORD Sale 4,170 30.0474 USD
ORD Sale 4,200 30.0802 USD
ORD Sale 9,719 30.1013 USD
ORD Sale 10,343 30.2002 USD
ORD Sale 10,999 30.1218 USD
ORD Sale 212,532 30.3800 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   Option
of description purchasing, of price date money
relevant selling, securities per unit paid/
security varying etc to which received
option per unit
      relates        
ORD Call Options Purchasing 100 30 USD American 15 Jan 2016 1.0200 USD
ORD Call Options Selling 200 27.5000 USD American 20 May 2016 4.1000 USD

(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: 17 Dec 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 monitoring@disclosure.org.uk. 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 Put Options Written 400 30.0000 American 18 Dec 2015
ORD Call Options Written -1,200 30.0000 American 18 Dec 2015
ORD Call Options Written -100 25.0000 American 20 May 2016
ORD Call Options Purchased 3,800 30.0000 American 20 May 2016
ORD Put Options Purchased -8,000 32.5000 American 20 May 2016
ORD Call Options Purchased 7,700 30.0000 American 15 Jan 2016
ORD Call Options Written -6,600 32.5000 American 20 May 2016
ORD Put Options Written 200 27.5000 American 15 Jan 2016
ORD Call Options Written -12,100 32.5000 American 15 Jan 2016
ORD Call Options Written -200 27.5000 American 20 May 2016

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.

Short Name: BARCLAYS PLC
Category Code: RET
Sequence Number: 501283
Time of Receipt (offset from UTC): 20151217T144353+0000

Contacts

BARCLAYS PLC

Contacts

BARCLAYS PLC