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)	Â	Full name of discloser:	Â	Barclays PLC.
Â		Â		Â
(b)		Owner or controller of interest and short
Â		positions disclosed, if different from 1(a):		Â
(c)		Name of offeror/offeree in relation to whose		ARRIS GROUP INC
Â		relevant securities this form relates:		Â
(d)		If an exempt fund manager connected with an
		offeror/offeree, state this and specify identity of
Â		offeror/offeree:		Â
(e)		Date position held/dealing undertaken:		20 November 2015
(f)		In addition to the company in 1(c) above, is the discloser making		YES:
Â		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:			Â	ORD
	Â			Interests			Â	Short Positions
Â		Â		Number	Â	(%)		Number	Â	(%)
(1)		Relevant securities owned
		and/or controlled:		89,755		0.06%		1,547,158		1.05%
Â		Â		Â		Â		Â		Â
(2)		Cash-settled derivatives:
				136,800		0.09%		561,970		0.38%
Â		Â		Â		Â		Â		Â
(3)		Stock-settled derivatives (including options)
		and agreements to purchase/sell:		22,800		0.02%		17,100		0.01%
Â		Â		Â		Â		Â		Â
											Â
		TOTAL:		249,355		0.17%		2,126,228		1.45%

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:	Â
Details, including nature of the rights concerned and relevant percentages:	Â

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	Â	Purchase/sale	Â	Number of	Â	Price per unit
security		Â		securities		Â
ORD		Purchase		100		30.1800 USD
ORD		Purchase		100		30.1900 USD
ORD		Purchase		100		30.1600 USD
ORD		Purchase		183		30.3900 USD
ORD		Purchase		356		30.2300 USD
ORD		Purchase		624		30.1479 USD
ORD		Purchase		1,400		30.2143 USD
ORD		Purchase		1,500		30.0996 USD
ORD		Purchase		1,569		30.1847 USD
ORD		Purchase		3,000		30.2661 USD
ORD		Purchase		3,181		30.2882 USD
ORD		Purchase		6,230		30.1721 USD
ORD		Purchase		11,033		30.2465 USD
ORD		Purchase		17,687		30.0000 USD
ORD		Purchase		32,500		30.3304 USD
ORD		Purchase		72,454		29.7200 USD
ORD		Purchase		115,091		30.3477 USD
ORD		Sale		95		30.1100 USD
ORD		Sale		100		30.1600 USD
ORD		Sale		165		30.3700 USD
ORD		Sale		183		30.3900 USD
ORD		Sale		300		30.0200 USD
ORD		Sale		300		30.3400 USD
ORD		Sale		356		30.2300 USD
ORD		Sale		500		30.3720 USD
ORD		Sale		700		30.3485 USD
ORD		Sale		900		30.1801 USD
ORD		Sale		1,402		30.3643 USD
ORD		Sale		1,600		30.3571 USD
ORD		Sale		2,083		30.2515 USD
ORD		Sale		2,148		30.2731 USD
ORD		Sale		2,433		30.2591 USD
ORD		Sale		2,591		30.3249 USD
ORD		Sale		4,462		30.2986 USD
ORD		Sale		4,500		30.2106 USD
ORD		Sale		4,600		30.3558 USD
ORD		Sale		5,112		30.1868 USD
ORD		Sale		6,181		30.3342 USD
ORD		Sale		8,153		30.3423 USD
ORD		Sale		9,211		30.1518 USD
ORD		Sale		10,500		30.2965 USD
ORD		Sale		22,000		30.3465 USD
ORD		Sale		28,000		30.3519 USD
ORD		Sale		72,454		29.7200 USD
ORD		Sale		80,079		30.2777 USD

(b) Cash-settled derivative transactions

Class of relevant security

Â

Product description e.g. CFD

Â

Nature of dealing e.g. opening/closing a long/short position, increasing/reducing a long/short position

Â

Number of reference securities

Â

Price per unit

(c) Stock-settled derivative transactions (including options)

(i) Writing, selling, purchasing or varying

Class of relevant security

Â

Product description e.g. call option

Â

Writing, purchasing, selling, varying etc.

Â

Number of securities to which option relates

Â

Exercise price per unit

Â

Type e.g. American, European etc.

Â

Expiry date

Â

Option money paid/ received per unit

(ii) Exercise

Class of relevant security

Â

Product description e.g. call option

Â

Exercising/ exercised against

Â

Number of securities

Â

Exercise price per unit

(d) Other dealings (including subscribing for new securities)

Class of relevant security

Â

Nature of dealing e.g. subscription, conversion

Â

Details

Â

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?	Â	YES
Date of disclosure:		23 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 [e-mail]. The Panel’s Market Surveillance Unit is available for consultation in relation to the Code’s disclosure requirements on [phone].

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:	Â
Name of offeror/offeree in relation to whose	ARRIS GROUP INC
relevant securities this from relates:	Â

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
Â	Â	Â	relates	Â	Â	Â
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	5,900	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	7,700	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 [phone].

The Code can be viewed on the Panel’s website at www.thetakeoverpanel.org.uk.

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