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: 04 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: 589,484 0.40% 1,458,707 0.99%
           
(2) Cash-settled derivatives:
136,800 0.09% 561,970 0.38%
           
(3) Stock-settled derivatives (including options)
and agreements to purchase/sell: 12,000 0.01% 20,600 0.01%
           
 
TOTAL: 738,284 0.50% 2,041,277 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 36 32.6800 USD
ORD Purchase 44 32.8009 USD
ORD Purchase 69 32.9200 USD
ORD Purchase 69 32.8900 USD
ORD Purchase 100 32.7100 USD
ORD Purchase 178 32.3171 USD
ORD Purchase 192 32.7200 USD
ORD Purchase 200 32.7975 USD
ORD Purchase 200 32.7948 USD
ORD Purchase 200 32.6550 USD
ORD Purchase 208 32.6603 USD
ORD Purchase 300 32.6700 USD
ORD Purchase 300 32.6750 USD
ORD Purchase 300 32.7300 USD
ORD Purchase 369 32.8400 USD
ORD Purchase 600 32.8533 USD
ORD Purchase 640 32.6500 USD
ORD Purchase 1,180 32.7147 USD
ORD Purchase 2,400 32.8075 USD
ORD Purchase 3,800 32.7347 USD
ORD Purchase 4,800 32.6367 USD
ORD Purchase 5,200 32.4964 USD
ORD Purchase 5,211 32.3930 USD
ORD Purchase 5,990 32.3119 USD
ORD Purchase 6,910 32.7417 USD
ORD Purchase 8,700 32.7700 USD
ORD Purchase 9,600 32.5549 USD
ORD Purchase 10,100 32.6053 USD
ORD Purchase 12,600 32.7421 USD
ORD Purchase 41,045 32.7623 USD
ORD Purchase 44,292 32.2288 USD
ORD Sale 100 32.0600 USD
ORD Sale 138 32.8900 USD
ORD Sale 178 32.3171 USD
ORD Sale 178 32.3798 USD
ORD Sale 199 31.9901 USD
ORD Sale 200 32.2400 USD
ORD Sale 200 32.6675 USD
ORD Sale 233 32.0643 USD
ORD Sale 243 32.1271 USD
ORD Sale 281 32.5927 USD
ORD Sale 300 32.6566 USD
ORD Sale 400 32.8800 USD
ORD Sale 494 32.6447 USD
ORD Sale 769 32.6813 USD
ORD Sale 1,202 32.6558 USD
ORD Sale 1,404 32.6457 USD
ORD Sale 2,400 32.4637 USD
ORD Sale 2,448 32.5359 USD
ORD Sale 2,600 32.4870 USD
ORD Sale 2,943 32.4850 USD
ORD Sale 4,200 32.5892 USD
ORD Sale 4,300 32.6089 USD
ORD Sale 4,400 32.6390 USD
ORD Sale 7,635 32.5026 USD
ORD Sale 11,300 32.6568 USD
ORD Sale 13,600 32.6352 USD
ORD Sale 15,051 32.6679 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 Put Options Purchasing 8,000 32.5000 USD American 20 May 2016 2.4200 USD
ORD Put Options Selling 200 27.5000 USD American 15 Jan 2016 0.1000 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: 7 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 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 7,600 30.0000 American 15 Jan 2016
ORD Put Options Written 200 27.5000 American 15 Jan 2016
ORD Call Options Written -11,400 32.5000 American 15 Jan 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.

Companies

Barclays (BARC)
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