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: 14 August 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: 8,572 0.01% 404,169 0.28%
           
(2) Cash-settled derivatives:
125,000 0.09% 414,359 0.28%
           
(3) Stock-settled derivatives (including options)
and agreements to purchase/sell: 19,300 0.01% 28,500 0.02%
           
(4)
TOTAL: 152,872 0.11% 847,028 0.58%

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 27.5200 USD
ORD Purchase 200 27.2900 USD
ORD Purchase 300 27.5540 USD
ORD Purchase 349 27.5440 USD
ORD Purchase 400 27.3425 USD
ORD Purchase 500 27.5490 USD
ORD Purchase 600 27.3825 USD
ORD Purchase 600 27.4666 USD
ORD Purchase 697 27.3789 USD
ORD Purchase 800 27.5358 USD
ORD Purchase 904 27.4801 USD
ORD Purchase 1,000 27.4050 USD
ORD Purchase 1,500 27.5618 USD
ORD Purchase 2,100 27.5445 USD
ORD Purchase 2,196 27.4743 USD
ORD Purchase 2,900 27.5508 USD
ORD Purchase 4,300 27.4816 USD
ORD Purchase 5,195 27.4964 USD
ORD Purchase 5,708 27.4664 USD
ORD Purchase 13,227 27.4927 USD
ORD Purchase 117,400 27.6300 USD
ORD Sale 100 27.2500 USD
ORD Sale 100 27.5200 USD
ORD Sale 117 27.5135 USD
ORD Sale 291 27.5300 USD
ORD Sale 300 27.5066 USD
ORD Sale 300 27.5540 USD
ORD Sale 400 27.4600 USD
ORD Sale 700 27.5314 USD
ORD Sale 800 27.5544 USD
ORD Sale 900 27.4322 USD
ORD Sale 1,000 27.5380 USD
ORD Sale 1,300 27.5384 USD
ORD Sale 2,000 27.4940 USD
ORD Sale 2,100 27.4728 USD
ORD Sale 2,200 27.4877 USD
ORD Sale 2,400 27.5558 USD
ORD Sale 3,800 27.4652 USD
ORD Sale 3,900 27.4660 USD
ORD Sale 3,927 27.4775 USD
ORD Sale 5,000 27.4974 USD
ORD Sale 5,044 27.4778 USD
ORD Sale 7,497 27.4910 USD
ORD Sale 117,400 27.6300 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: 17 Aug 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.

143221.01

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 Purchased -2,300 27.5000 American 21 Aug 2015
ORD Put Options Purchased -1,000 32.5000 American 21 Aug 2015
ORD Put Options Written 1,800 25.0000 American 21 Aug 2015
ORD Put Options Written 7,000 30.0000 American 21 Aug 2015
ORD Put Options Written 4,900 40.0000 American 20 Nov 2015
ORD Call Options Purchased 700 25.0000 American 21 Aug 2015
ORD Call Options Purchased 100 30.0000 American 20 Nov 2015
ORD Call Options Purchased 600 32.5000 American 21 Aug 2015
ORD Call Options Purchased 3,900 32.5000 American 20 Nov 2015
ORD Call Options Purchased 300 37.5000 American 21 Aug 2015
ORD Call Options Written -1,100 27.5000 American 20 Nov 2015
ORD Call Options Written -200 30.0000 American 21 Aug 2015
ORD Call Options Written -11,500 35.0000 American 21 Aug 2015
ORD Call Options Written -12,100 37.5000 American 20 Nov 2015
ORD Call Options Written -300 40.0000 American 21 Aug 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.

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Barclays (BARC)
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