SEC Form 3/A · accession 0001415889-16-004864
ARRIS International plc · ARRS
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
This is an amendment (Form 3/A). It replaces an earlier filing for the same period.
Reporting owner
Harry L Bosco
Director
Period of report
Jan 4, 2016
Accepted (ET)
Feb 19, 2016 · 5:44 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001645494
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | holding | — | — | — | 6,600 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Deferred common stockF1,F2,F3 | $0.00 | holding | — | — | — | — | — | Common stock | 72,600 | — | D |
Explanation of responses
- F1Represents shares of ARRIS International plc ("New ARRIS") acquired in connection with a transaction (the "Combination") pursuant to which each of ARRIS Group, Inc. ("ARRIS") and Pace plc ("Pace") was acquired by New ARRIS. Under the terms of the Combination (a) New ARRIS acquired Pace pursuant to a scheme of arrangement under UK law and (b) a newly formed subsidiary of New ARRIS merged with and into ARRIS, with ARRIS as the surviving corporation in the merger (the "Merger") and an indirect wholly-owned subsidiary of New ARRIS. At the effective time of the Merger, each ARRIS common share was cancelled and converted into the right to receive one New ARRIS ordinary share, and each Pace ordinary share was cancelled and converted into the right to receive 132.5 pence in cash and 0.1455 shares of New ARRIS.
- F2Represents common stock which is fully vested but is not exercisable. Owner has deferred receipt of this holding until owner's separation from the company.
- F3This holding does not have a date of expiration, but its receipt is deferred until owner's separation from the company.