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Repurchases of ARRIS Shares
6 Months Ended
Jun. 30, 2018
Repurchases of ARRIS Shares

Note 21. Repurchases of ARRIS Shares

The table below sets forth the purchases of ARRIS shares for the quarter ended June 30, 2018:

 

Period

   Total
Number of
Shares
Purchased (1)
     Average
Price
Paid
Per
Share
     Total Number of
Shares
Purchased as
Part of Publicly
Announced Plans
or Programs
     Approximate
Dollar Value of
Shares That May
Yet Be Purchased
Under the Plans
or Programs
(in thousands)
 

April 2018

     894,627      $ 26.64        894,627        476,169  

May 2018

     393,080      $ 25.50        393,080        466,145  

June 2018 (2)

     2,663,531      $ 24.81        2,663,403        400,057  

 

(1)

An aggregate of 128 shares shown in the table above were subject to equity awards that were cancelled for cash to satisfy employee minimum tax withholding obligations that arose on the vesting of the applicable restricted stock units.

(2)

Includes an aggregate of 557,715 shares (approximately $13.7 million) pending settlement as of June 30, 2018.

Upon completing the combination in connection with the Pace acquisition, ARRIS International plc conducted a court-approved process in accordance with section 641(1)(b) of the U.K. Companies Act 2006, pursuant to which the Company reduced its stated share capital and thereby increased its distributable reserves or excess capital out of which ARRIS may legally pay dividends or repurchase shares. Distributable reserves are not linked to a U.S. GAAP reported amount.

In 2016, the Company’s Board of Directors approved a $300 million share repurchase authorization replacing all prior programs. In early 2017, the Board authorized an additional $300 million for share repurchases, and authorized an additional $300 million for repurchases again in March 2018.

During the first quarter of 2018, the Company repurchased 1.0 million shares of its ordinary shares for $25.0 million at an average share price of $25.35. During the second quarter of 2018, the Company repurchased 4.0 million shares of its ordinary shares for $99.9 million at an average share price of $25.29. The remaining authorized amount for share repurchases under this plan was $400.1 million as of June 30, 2018. Since the end of the second quarter through August 1, 2018, we have repurchased an additional 2.0. million ordinary shares for approximately $50.0 million. The remaining authorized amount for share repurchases under this plan was $350.0 million as of August 1, 2018. In August 2018, we announced that we intend to purchase a minimum of $400 million of our ordinary shares in 2018, subject to market conditions.

Unless terminated earlier by a Board resolution, this new plan will expire when ARRIS has used all authorized funds for repurchase. However, U.K. law also generally prohibits a company from repurchasing its own shares through “off market purchases” without prior approval of shareholders when such company is not traded on a recognized investment exchange in the U.K. This shareholder approval lasts for a maximum period of five years. Prior to and in connection with the Pace combination, the Company obtained approval to purchase its own shares. This authority to repurchase shares terminates in January 2021, unless otherwise reapproved by the Company’s shareholders.