Organization

5 Months Ended

Sep. 30, 2015

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Organization

Note 1. Organization

ARRIS International Limited (“ARRIS International” or the “Company”) is a private limited company incorporated under the laws of England and Wales and a wholly-owned subsidiary of ARRIS Group, Inc. (“ARRIS”). ARRIS International was incorporated on April 20, 2015, under the name “Archie ACQ Limited,” for the purpose of effecting the combination of Pace plc (“Pace”) with ARRIS (the “Combination”). On June 15, 2015, Archie ACQ Limited changed its name to “ARRIS International Limited.” The Company has not conducted any business operations other than those incidental to its formation and in connection with the transactions contemplated by the Merger Agreement and the Combination (including the financing arrangements entered into in connection with the Combination). Prior to completion of the Combination, ARRIS International will be converted into a public limited company named ARRIS International plc and following the Combination, it is expected that ARRIS International ordinary shares will be listed on NASDAQ under the symbol “ARRS.”

The Combination is expected to be implemented in two main steps, which are the “Pace Acquisition” and the “Merger”:

In the Pace Acquisition:

• all Pace ordinary shares, other than Pace ordinary shares held by or on behalf of ARRIS International or ARRIS or by Pace in treasury, will be transferred to ARRIS International; and

• holders of such Pace ordinary shares will receive 132.5 pence in cash and will be issued 0.1455 ARRIS International ordinary shares in consideration for each Pace ordinary share so transferred.

In the Merger:

• a subsidiary of ARRIS International (“Merger Sub”) will be merged with and into ARRIS with ARRIS continuing as the surviving corporation; and

• each ARRIS share, other than ARRIS shares held by ARRIS as treasury stock or any shares owned of record by ARRIS or Merger Sub, will be converted into the right to receive one ARRIS International ordinary share.

As a result of the Combination, ARRIS and Pace will each become wholly-owned subsidiaries of ARRIS International, and ARRIS stockholders and Pace shareholders will become ARRIS International shareholders. Upon the completion of the Combination, ARRIS stockholders will own approximately 76% of the ARRIS International ordinary shares, and Pace shareholders will receive approximately $665.5 million (or approximately £438.4 million) as of September 30, 2015 in cash in the aggregate and will own approximately 24% of the ARRIS International ordinary shares.

The completion of the acquisition remains conditioned upon expiration or termination of the waiting period under the United States Hart-Scott-Rodino Antitrust Improvements Act of 1976 and the satisfaction of similar merger control requirements in Brazil and Colombia, together with satisfaction of other customary closing conditions. The Company anticipates the transaction to close in December 2015 or the first quarter of 2016.

The principal executive offices of ARRIS International are located at 3871 Lakefield Drive, Suwanee, Georgia 30024 and its telephone number at that address is +1 (678) 473-2000.

ARRIS International’s registered office address is 20-22 Bedford Row, London, WC1R4JS.