Form 8.3 - ARRIS GROUP INC

Form 8.3 - ARRIS GROUP INC

BARCLAYS PLC

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: 18 November 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: 12,038 0.01% 1,466,648 1.00%
           
(2) Cash-settled derivatives:
136,800 0.09% 561,970 0.38%
           
(3) Stock-settled derivatives (including options)
and agreements to purchase/sell: 13,000 0.01% 17,100 0.01%
           
 
TOTAL: 161,838 0.11% 2,045,718 1.39%

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 86 29.0100 USD
ORD Purchase 100 28.4100 USD
ORD Purchase 100 29.0075 USD
ORD Purchase 100 29.0600 USD
ORD Purchase 100 28.9400 USD
ORD Purchase 160 28.8912 USD
ORD Purchase 200 29.0650 USD
ORD Purchase 200 29.0097 USD
ORD Purchase 200 28.9725 USD
ORD Purchase 701 28.9564 USD
ORD Purchase 900 28.7641 USD
ORD Purchase 900 28.9500 USD
ORD Purchase 928 28.6821 USD
ORD Purchase 1,160 29.0400 USD
ORD Purchase 1,160 29.0300 USD
ORD Purchase 1,400 28.8096 USD
ORD Purchase 1,687 28.6795 USD
ORD Purchase 1,700 28.6282 USD
ORD Purchase 2,600 28.9397 USD
ORD Purchase 4,200 28.7389 USD
ORD Purchase 5,425 28.7680 USD
ORD Purchase 5,743 29.0700 USD
ORD Purchase 6,000 28.8486 USD
ORD Purchase 7,822 28.9153 USD
ORD Purchase 12,037 28.6573 USD
ORD Purchase 72,533 28.4400 USD
ORD Sale 100 28.8800 USD
ORD Sale 200 28.8500 USD
ORD Sale 300 28.9667 USD
ORD Sale 300 28.8900 USD
ORD Sale 300 28.8833 USD
ORD Sale 325 28.5100 USD
ORD Sale 370 28.9267 USD
ORD Sale 400 28.8225 USD
ORD Sale 439 28.9277 USD
ORD Sale 600 28.8960 USD
ORD Sale 800 28.9412 USD
ORD Sale 800 28.7487 USD
ORD Sale 1,050 28.8090 USD
ORD Sale 1,160 29.0300 USD
ORD Sale 1,160 29.0400 USD
ORD Sale 1,166 28.8516 USD
ORD Sale 1,300 28.9338 USD
ORD Sale 1,546 29.0248 USD
ORD Sale 1,600 28.7181 USD
ORD Sale 2,000 28.7560 USD
ORD Sale 2,300 28.7918 USD
ORD Sale 2,500 28.7960 USD
ORD Sale 2,600 28.7517 USD
ORD Sale 4,200 28.9314 USD
ORD Sale 4,471 28.7935 USD
ORD Sale 5,055 28.7429 USD
ORD Sale 5,741 29.0700 USD
ORD Sale 7,971 28.5447 USD
ORD Sale 12,313 28.9282 USD
ORD Sale 72,533 28.4400 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 3,800 30 USD American 20 May 2016 2.1000 USD
ORD Put Options Selling 5,000 30 USD American 20 Nov 2015 1.2000 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: 19 Nov 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 Call Options Written -1,100 30.0000 American 18 Dec 2015
ORD Put Options Written 400 25.0000 American 20 Nov 2015
ORD Call Options Purchased 700 30.0000 American 20 Nov 2015
ORD Call Options Written -15,800 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
ORD Put Options Purchased -200 20.0000 American 20 Nov 2015
ORD Call Options Purchased 3,100 27.5000 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.

Companies

Barclays (BARC)
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