ARRIS Group and Pace plc announced an agreement regarding ARRIS acquisition of Pace for aggregate stock and cash consideration of US$2.1 billion (£1.4 billion). The transaction is expected to be accretive to ARRIS Non-GAAP earnings per share in the first 12 months following the acquisition.
The transaction will result in the formation of New ARRIS; the company will be incorporate in the U.K., while its headquarters and their operations will be based in the USA. New ARRIS is expected to be listed on the NASDAQ stock exchange under the ticker ARRS. And regarding the new connection each current share of ARRIS will be exchanged for one share in New ARRIS.
ARRIS has secured a fully committed facility from Bank of America Merrill Lynch to meet the funding requirements.
The proposed transaction has been approved by the respective Boards of Directors of ARRIS and Pace and is expected to close in late 2015 after the satisfaction of customary closing conditions, including ARRIS and Pace shareholder approval and regulatory approvals.
ARRIS Chairman and CEO, Bob Stanzione will be New ARRIS Chairman and CEO and the then-current ARRIS Board of Directors will serve as the New ARRIS Board of Directors.
“This transaction is another example of ARRIS’s ongoing strategy of investing in the right opportunities to position our company for growth. Adding Pace’s talent, products and diverse customer base will provide ARRIS with a large scale entry into the satellite segment broaden our portfolio and expand our global presence. We expect this merger will enable ARRIS to increase its speed of innovation. We believe this is a tremendous opportunity for ARRIS and our customers, employees, shareholders and partners around the world as we collaborate to invent the future,” mentioned Bob Stanzione. “We look forward to working with the talented and accomplished team at Pace.”
“Pace plc is a great company with a strong track record of pioneering innovation and excellent customer service. Through a combination of organic development and acquisitions, Pace has grown to be a leading technology solutions provider to the PayTV and Broadband industries serving cable, satellite and telco customers across the globe. Over the last three years, Mike Pulli and the wider Pace team have successfully executed against our strategic plan to develop Pace into a more distinctive, profitable and cash generative company, creating significant value for shareholders.
“The Pace Directors believe that ARRIS’s offer recognises this value and also gives our shareholders the opportunity to share in the future success of the combined group. While we believe that Pace is strongly positioned to continue to execute its strategy in the medium and long term, we believe that the combination of the complementary ARRIS and Pace businesses will create a platform for future growth above and beyond our standalone potential. We believe this is a great fit for both companies, our employees, customers and trading partners,” said Allan Leighton, Chairman of Pace.
About Arris Group, Inc.
ARRIS Group, Inc. is a global communications technology company, which engages in the designing, engineering, and supplying of broadband network services for residential and business subscribers. Its products expand and help grow network capacity with access and outside plant construction equipment that reliably deliver voice, video and data services and assure optimal service delivery for end customers. The company operates its business through two segments: Network & Cloud and Customer Premises Equipment. ARRIS Group was founded in 2001 and is headquartered in Suwanee, GA. ARRIS stock market evolution http://www.marketwatch.com/investing/stock/arrs
About Robert J. Stanzione
Robert J. (Bob) Stanzione is Chairman and Chief Executive Officer of ARRIS, a global communications technology leader that provides broadband local access networks with innovative next generation high-speed data and telephony systems for the delivery of voice, video and data to the home and business. Bob holds a Bachelor’s degree in Mechanical Engineering from Clemson University, a Master’s degree in Industrial Engineering from North Carolina State University and has completed executive development programs at the University of Richmond, Babson College and the International Institute for Management Development in Switzerland.
Pace plc develops set-top boxes (STBs), advanced residential gateways, software and services for the pay-TV and broadband services industry. Pace’s customers include cable, telco, satellite and IPTV operators. The company is listed on the London Stock Exchange and is a constituent of the FTSE 250 Index.
On 22 April 2015, Pace agreed to be acquired by Arris Group of the United States, in a stock and cash deal that valued the company at £1.4Bn. The resultant combined group will be head quartered in the United Kingdom, but operationally managed from the United States. Pace stock market evolution http://www.marketwatch.com/investing/stock/pic?countrycode=uk
About Allan Leighton
Allan Leighton is an English businessman, former CEO of Asda and former non-executive chairman of the Royal Mail. He is currently the CEO of the Danish jewelry company Pandora. Leighton was appointed Chairman of Yorkshire-based broadcast and broadband technology company Pace plc on 21 June 2011.