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Arris Consummates Pace Deal

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1/5/2016

SUWANEE, Ga. -- ARRIS International plc (NASDAQ: ARRS), the new parent company of ARRIS Group, Inc., today completed its $2.1B (£1.4B) acquisition of Pace plc – combining the two companies' strengths in entertainment and communications delivery.

The transaction combines the strengths of both companies on a global scale—broadening ARRIS's worldwide CPE leadership with a competitive stake in satellite communications; leveraging new synergies in telco TV; expanding its cloud, network, home, and services portfolio; and increasing its collaboration with the world's leading service providers. In addition to CPE, the combination further establishes ARRIS as a global leader in HFC/Optics, complementing its established CMTS leadership position.

ARRIS acquired Pace with a combination of stock and cash. The newly combined company is incorporated in the U.K., with operational and worldwide headquarters remaining in Suwanee, GA, USA. ARRIS International's shares are listed on the NASDAQ stock exchange under the ticker symbol ARRS. ARRIS shareholders will own approximately 76 percent of the new company, with former Pace shareholders owning the remaining 24 percent. Based on current information, including the closing price for the ARRIS Group shares on January 4, initial analysis indicates that the transaction will not be taxable to U.S. holders of the former ARRIS Group shares. However, final information regarding the aggregate stockholder basis as of the closing of the transaction in the former ARRIS Group shares and applicable earnings and profits will not be available for some time, and the current expectation as to the taxable nature of the transaction may change. ARRIS will communicate and post on the investor relations portion of its web site any changes in the determination, and the final determination will be made and announced by ARRIS following the end of the 2016 tax year.

Arris Group Inc. (Nasdaq: ARRS)

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