SUWANEE, Ga., Feb. 1, 2019 /PRNewswire/ -- At the Court
and special general shareholder meetings held today in London, ARRIS International plc (NASDAQ: ARRS)
stockholders voted by the requisite majorities to approve all
matters presented regarding the proposed acquisition by CommScope
Holding Company, Inc. (NASDAQ: COMM) of all of the issued and to be
issued ordinary shares of ARRIS (the "Acquisition") pursuant to
that certain Bid Conduct Agreement, dated November 8, 2018 (the "Acquisition
Agreement")https://www.commscope.com/NewsCenter/PressReleases/CommScope-to-Acquire-ARRIS/.
At the meeting convened by the High Court of Justice in
England and Wales (the "Court"), the proposal to approve
the scheme of arrangement under Part 26 of the Companies Act 2006
(the "Scheme") was approved by stockholders holding 99 percent of
the shares voted at the meeting.
At the special general shareholder meeting convened by ARRIS,
the proposal to amend ARRIS's articles of association was approved
by stockholders holding 99 percent of the shares voted at the
meeting.
"This approval marks another important milestone in accelerating
our strategy. Together, we believe ARRIS and CommScope have an
unprecedented opportunity to help shape future communication
networks and to look to deliver additional value to our
shareholders, customers, partners and employees," said Bruce McClelland, ARRIS CEO.
ARRIS stockholder approval closely follows the recent expiration
of the HSR (Hart-Scott Rodino) Act waiting period in the U.S. ARRIS
expects the transaction to close in the first half of 2019,
following receipt of the remaining regulatory approvals and the
sanction of the Scheme by the Court.
About ARRIS
ARRIS International plc (NASDAQ:
ARRS) is powering a smart, connected world. The company's leading
hardware, software and services transform the way that people and
businesses stay informed, entertained and connected. For more
information, visit www.arris.com.
For the latest ARRIS news:
- Check out our blog: ARRIS EVERYWHERE
- Follow us on Twitter: @ARRIS
ARRIS and the ARRIS Logo are trademarks or registered trademarks
of ARRIS Enterprises, LLC. All other trademarks are the property of
their respective owners. © 2019 ARRIS Enterprises, Inc. All
rights reserved.
Forward-Looking Statements
This release includes forward-looking statements that reflect
the current views of ARRIS with respect to future events and
financial performance, including the proposed Acquisition. These
statements may discuss goals, intentions or expectations as to
future plans, trends, events, results of operations or financial
condition or otherwise, in each case, based on current beliefs of
the ARRIS management, as well as assumptions made by, and
information currently available to, such management. These
forward-looking statements are generally identified by their use of
such terms and phrases as "intend," "goal," "estimate," "expect,"
"project," "projections," "plans," "potential," "anticipate,"
"should," "could," "designed to," "foreseeable future," "believe,"
"think," "scheduled," "outlook," "target," "guidance" and similar
expressions, although not all forward-looking statements contain
such terms. This list of indicative terms and phrases is not
intended to be all-inclusive.
These forward-looking statements are subject to various risks
and uncertainties, many of which are outside of the control of
ARRIS, including, without limitation: failure to obtain applicable
regulatory approvals in a timely manner, on acceptable terms or at
all, or to satisfy the other closing conditions to the proposed
transactions; the risk that ARRIS will be required to pay the
termination fee under the Acquisition Agreement; the potential
impact of announcement or consummation of the proposed acquisition
on relationships with third parties, including customers, employees
and competitors; uncertainties as to the timing of the transaction;
the possibility that competing offers will be made; any statements
of belief and any statements of assumptions underlying any of the
foregoing; and other factors beyond the control of ARRIS.
These and other factors are discussed in greater detail in the
reports filed by ARRIS with the U.S. Securities and Exchange
Commission, including ARRIS's Quarterly Report on Form 10-Q for the
period ended September 30, 2018.
Although the information contained in this Current Report
represents the best judgment of ARRIS as of the date of this
Current Report based on information currently available and
reasonable assumptions, ARRIS cannot give any assurance that the
expectations will be attained or that any deviation will not be
material. Given these uncertainties, ARRIS cautions you not to
place undue reliance on these forward-looking statements, which
speak only as of the date made. ARRIS disclaims any duty or
obligation to update this information to reflect developments or
information obtained after the date of this report, except as
otherwise may be required by law.
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SOURCE ARRIS International plc