SUWANEE, Ga., Nov. 21, 2011 /PRNewswire/ -- ARRIS Group,
Inc. (NASDAQ:ARRS) today announced that it has completed its
tender offer for all outstanding shares of common stock of BigBand
Networks, Inc. (NASDAQ:BBND). The tender offer expired at
midnight on November 18, 2011.
A total of 67,103,577 shares of BigBand common stock were validly
tendered and not withdrawn in the tender offer (including 728,324
shares tendered through notices of guaranteed delivery),
representing approximately 92.5% of the outstanding shares on a
diluted basis.
Pursuant to the Agreement and Plan of Merger signed on
October 10, 2011, ARRIS intends to
complete today the merger of its wholly owned subsidiary, with and
into BigBand. At the effective time of the merger, all
outstanding shares of common stock of BigBand (other than the
shares held by ARRIS, BigBand or their respective subsidiaries or
shares held by BigBand shareholders who have properly exercised
their dissenters' rights under Delaware law) will be canceled and converted
into the right to receive cash equal to $2.24 per share, without interest and net of
applicable withholding taxes. In addition, after the merger, the
BigBand common stock will cease to be traded on the NASDAQ Global
Select Market.
"We are pleased to announce the close of our acquisition of
BigBand and welcome the talented professionals joining ARRIS around
the world. I'd like to thank the BigBand executive team for
their support as we planned the integration of the two companies,"
said Bob Stanzione, ARRIS Chairman
& CEO. "The acquisition supports our strategy of expanding our
video product suite and investing in the evolution towards network
convergence on an all IP platform. This expanded portfolio and
access to new market channels will provide greater opportunities to
grow our customer base worldwide."
About ARRIS
ARRIS is a global communications technology company specializing
in the design, engineering and supply of communications and IP
technologies that support broadband services for residential and
business customers around the world. The company supplies broadband
operators with the tools and platforms they need to deliver
carrier-grade telephony, network video processing, whole home
video, demand driven video, next-generation advertising, network
and workforce management solutions, access and transport
architectures and ultra high-speed data services. Headquartered in
Suwanee, Georgia, USA, ARRIS has
R&D centers in Suwanee;
Beaverton, OR; Chicago, IL; Kirkland, WA; State
College, PA; Wallingford,
CT; Waltham, MA;
Cork, Ireland; and Shenzhen, China, and operates support and
sales offices throughout the world. Information about ARRIS
products and services can be found at www.arrisi.com.
Forward-looking statements:
Statements made in this press release, including those related
to prospects for ARRIS following the completion of the BigBand
acquisition, the general market outlook and the outlook for
industry trends 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:
- because the market in which ARRIS operates is volatile, actions
taken and contemplated may not achieve the desired impact relative
to changing market condition and the success of these strategies
will be dependent on the effective implementation of those plans
while minimizing organizational disruption; and
- acquisitions involve a number of risks including customer and
vendor acceptance, the possibilities of complications and personnel
loss as part of the integration process, and the ultimate
achievement of the strategic objectives.
In addition to the factors set forth elsewhere in this release,
other factors that could cause results to differ from current
expectations include: the retention of employees of BigBand, the
ability of ARRIS to successfully integrate BigBand's opportunities,
technology, personnel and operations, and the customer demand for
our combined products; the impact of rapidly changing technologies;
the impact of competition on product development and pricing; the
ability of ARRIS to react to changes in general industry and market
conditions including regulatory developments; rights to
intellectual property, market trends and the adoption of industry
standards; and consolidations within the telecommunications
industry of both the customer and supplier base. 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, 2011. 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.
SOURCE ARRIS Group, Inc.