ARRS Arris International Plc - Ordinary Shares

SUWANEE, Ga., Nov. 7 /PRNewswire-FirstCall/ -- ARRIS (NASDAQ:ARRS) announced today that it has priced a public offering of $240 million aggregate principal amount of 2.00% convertible senior notes due in 2026 (the "notes"). The Company also has granted the underwriters a 30-day option, solely to cover over-allotments, to purchase up to an additional aggregate $36.0 million of the notes. The notes will pay interest semiannually at a rate of 2.0% per year and will mature on November 15, 2026. The notes will be convertible based on an initial conversion rate of 62.1504 shares of the Company's common stock per $1,000 principal amount of notes (equivalent to an initial conversion price of approximately $16.09 per share of common stock). The Company estimates net proceeds from the offering at approximately $233 million (after deducting underwriting discounts and commissions and estimated expenses of the offering). The offering is expected to close on November 13, 2006, subject to customary closing conditions. As previously announced, the Company intends to use the net proceeds of the offering for general corporate purposes, including the funding of future acquisitions. UBS Investment Bank and Deutsche Bank Securities Inc. are acting as joint book-running managers for the offering of the notes. The offering is being made pursuant to the Company's effective shelf registration statement filed with the Securities and Exchange Commission on November 6, 2006 by means of a separate prospectus supplement and a final term sheet. This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of, any securities in any state in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state. A copy of the prospectus supplement relating to the offering may be obtained by contacting UBS Investment Bank, Prospectus Department, 299 Park Avenue, New York, NY 10171 Attn: Prospectus Department, or by telephone at 212-821-3884 or Deutsche Bank Securities Inc., c/o Prospectus Department, 60 Wall Street, Floor 2, New York, New York 10005 or by telephone toll free at 1-800-503-4611. ARRIS 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. ARRIS' complete solutions enhance the reliability and value of converged services from the network to the subscriber. Headquartered in Suwanee, Georgia, USA, ARRIS has design, engineering, distribution, service and sales office locations throughout the world. Forward-looking statements: Statements made in this press release, including those related to the Company's plans to issue the notes and its application of the proceeds from the notes, are forward-looking statements. These statements involve risks and uncertainties that may cause actual results to differ materially from those set forth in these statements. Among other things, (i) market interest in the notes may be greater or less than expected, and (ii) the final use of proceeds will be dependent upon the Company's specific cash needs. These factors are not intended to be an all-encompassing list of risks and uncertainties that may affect the Company's business. Additional information regarding these and other factors can be found in ARRIS' reports filed with the Securities and Exchange Commission, including its Form 10-Q for the quarter ended September 30, 2006. In providing forward-looking statements, the Company expressly disclaims any obligation to update publicly or otherwise these statements, whether as a result of new information, future events or otherwise. DATASOURCE: ARRIS Group, Inc. CONTACT: Jim Bauer of ARRIS Investor Relations, +1-678-473-2647, or Web site: http://www.arrisi.com/

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