FORM 8.3
PUBLIC OPENING POSITION DISCLOSURE/DEALING DISCLOSURE BY
A PERSON WITH INTERESTS IN RELEVANT SECURITIES REPRESENTING 1% OR MORE
Rule 8.3 of the Takeover Code (the "Code")
1. KEY INFORMATION
| (a) Full name of discloser: | Citadel Group |
| (b) Owner or controller of interests and short positions disclosed, if different from 1(a): The naming of nominee or vehicle companies is insufficient. For a trust, the trustee(s), settlor and beneficiaries must be named. | N/A |
| (c) Name of offeror/offeree in relation to whose relevant securities this form relates: Use a separate form for each offeror/offeree | DIRECT LINE INSURANCE GROUP PLC |
| (d) If an exempt fund manager connected with an offeror/offeree, state this and specify identity of offeror/offeree: | N/A |
| (e) Date position held/dealing undertaken: For an opening position disclosure, state the latest practicable date prior to the disclosure | 28 November 2024 |
| (f) In addition to the company in 1(c) above, is the discloser making disclosures in respect of any other party to the offer? If it is a cash offer or possible cash offer, state "N/A" | Yes, Aviva PLC
|
2. POSITIONS OF THE PERSON MAKING THE DISCLOSURE
If there are positions or rights to subscribe to disclose in more than one class of relevant securities of the offeror or offeree named in 1(c), copy table 2(a) or (b) (as appropriate) for each additional class of relevant security.
(a) Interests and short positions in the relevant securities of the offeror or offeree to which the disclosure relates following the dealing (if any)
| Class of relevant security: Common Stock | ISIN GB00BY9D0Y18 10 10/11p ordinary | |||
|
| Interests | Short positions | ||
|
| Number | % | Number | % |
| (1) Relevant securities owned and/or controlled: | 1,872 | 0.00 | 78,546 | 0.00 |
| (2) Cash-settled derivatives:
| 21,739,296 | 1.65 | 33,544 | 0.00 |
| (3) Stock-settled derivatives (including options) and agreements to purchase/sell: | 0 | 0.00 | 0 | 0.00 |
|
TOTAL: | 21,741,168 | 1.65 | 112,090 | 0.00 |
| Class of relevant security:
| ISIN XS1728036366 Restricted Tier 1 Note | |||
|
| Interests | Short positions | ||
|
| Number | % | Number | % |
| (1) Relevant securities owned and/or controlled: | 0 | 0.00 | 0 | 0.00 |
| (2) Cash-settled derivatives:
| 0 | 0.00 | 0 | 0.00 |
| (3) Stock-settled derivatives (including options) and agreements to purchase/sell: | 0 | 0.00 | 0 | 0.00 |
|
TOTAL: | 0 | 0.00 | 0 | 0.00 |
All interests and all short positions should be disclosed.
Details of any open stock-settled derivative positions (including traded options), or agreements to purchase or sell relevant securities, should be given on a Supplemental Form 8 (Open Positions).
(b) Rights to subscribe for new securities (including directors' and other employee options)
| Class of relevant security in relation to which subscription right exists: | N/A |
| Details, including nature of the rights concerned and relevant percentages: | N/A |
3. DEALINGS (IF ANY) BY THE PERSON MAKING THE DISCLOSURE
Where there have been dealings in more than one class of relevant securities of the offeror or offeree named in 1(c), copy table 3(a), (b), (c) or (d) (as appropriate) for each additional class of relevant security dealt in.
The currency of all prices and other monetary amounts should be stated.
(a) Purchases and sales
| Class of relevant security | Purchase/sale
| Number of securities | Price per unit |
| Common | Buy Transaction | 10,606 | 2.1620 GBP |
| Common | Buy Transaction | 312 | 2.1640 GBP |
| Common | Buy Transaction | 646 | 2.1660 GBP |
| Common | Buy Transaction | 10 | 2.1680 GBP |
| Common | Buy Transaction | 547 | 2.1700 GBP |
| Common | Buy Transaction | 4,094 | 2.1740 GBP |
| Common | Buy Transaction | 136,179 | 2.2000 GBP |
| Common | Buy Transaction | 135 | 2.2060 GBP |
| Common | Buy Transaction | 3,355 | 2.2120 GBP |
| Common | Buy Transaction | 3,500 | 2.2180 GBP |
| Common | Buy Transaction | 1,544 | 2.2300 GBP |
| Common | Buy Transaction | 3,086 | 2.2320 GBP |
| Common | Buy Transaction | 13 | 2.2340 GBP |
| Common | Buy Transaction | 176 | 2.2360 GBP |
| Common | Buy Transaction | 26 | 2.2380 GBP |
| Common | Buy Transaction | 287 | 2.2400 GBP |
| Common | Buy Transaction | 779 | 2.2420 GBP |
| Common | Buy Transaction | 113 | 2.2460 GBP |
| Common | Buy Transaction | 194 | 2.2500 GBP |
| Common | Buy Transaction | 230 | 2.2510 GBP |
| Common | Buy Transaction | 9,651 | 2.2520 GBP |
| Common | Buy Transaction | 1,480 | 2.2540 GBP |
| Common | Buy Transaction | 1,796 | 2.2560 GBP |
| Common | Buy Transaction | 11,821 | 2.2600 GBP |
| Common | Buy Transaction | 13,987 | 2.2620 GBP |
| Common | Buy Transaction | 17 | 2.2640 GBP |
| Common | Buy Transaction | 3 | 2.2820 GBP |
| Common | Buy Transaction | 387 | 2.2880 GBP |
| Common | Buy Transaction | 2,200 | 2.2900 GBP |
| Common | Buy Transaction | 1,017 | 2.2920 GBP |
| Common | Buy Transaction | 1,516 | 2.2960 GBP |
| Common | Buy Transaction | 215 | 2.2980 GBP |
| Common | Sell Transaction | 1,606 | 2.1040 GBP |
| Common | Sell Transaction | 460 | 2.1060 GBP |
| Common | Sell Transaction | 1,790 | 2.1180 GBP |
| Common | Sell Transaction | 2,302 | 2.1400 GBP |
| Common | Sell Transaction | 2,571 | 2.1420 GBP |
| Common | Sell Transaction | 1,500 | 2.1480 GBP |
| Common | Sell Transaction | 48,563 | 2.1500 GBP |
| Common | Sell Transaction | 1,578 | 2.1580 GBP |
| Common | Sell Transaction | 939 | 2.1900 GBP |
| Common | Sell Transaction | 789 | 2.1960 GBP |
| Common | Sell Transaction | 3,434 | 2.1980 GBP |
| Common | Sell Transaction | 3,488 | 2.1990 GBP |
| Common | Sell Transaction | 2,348 | 2.2000 GBP |
| Common | Sell Transaction | 7,697 | 2.2080 GBP |
| Common | Sell Transaction | 4,115 | 2.2100 GBP |
| Common | Sell Transaction | 507 | 2.2140 GBP |
| Common | Sell Transaction | 3,640 | 2.2280 GBP |
| Common | Sell Transaction | 5,702 | 2.2300 GBP |
| Common | Sell Transaction | 4,464 | 2.2360 GBP |
| Common | Sell Transaction | 10 | 2.2380 GBP |
| Common | Sell Transaction | 9,407 | 2.2420 GBP |
| Common | Sell Transaction | 161 | 2.2440 GBP |
| Common | Sell Transaction | 8 | 2.2460 GBP |
| Common | Sell Transaction | 27,837 | 2.2500 GBP |
| Common | Sell Transaction | 12,400 | 2.2520 GBP |
| Common | Sell Transaction | 22 | 2.2580 GBP |
| Common | Sell Transaction | 23,420 | 2.2600 GBP |
| Common | Sell Transaction | 560 | 2.2740 GBP |
| Common | Sell Transaction | 2 | 2.2760 GBP |
| Common | Sell Transaction | 5,336 | 2.2780 GBP |
| Common | Sell Transaction | 66 | 2.2820 GBP |
| Common | Sell Transaction | 7,129 | 2.2840 GBP |
| Common | Sell Transaction | 23,234 | 2.2860 GBP |
| Common | Sell Transaction | 155 | 2.2880 GBP |
| Common | Sell Transaction | 337 | 2.2940 GBP |
| Common | Sell Transaction | 708 | 2.3000 GBP |
(b) Cash-settled derivative transactions
| Class of relevant security | Product description e.g. CFD | Nature of dealing e.g. opening/closing a long/short position, increasing/reducing a long/short position | Number of reference securities | Price per unit |
| Common | CFD | Opening long position | 1,000,000 | 2.1890 GBP |
| Common | CFD | Reducing long position | 253,509 | 2.2230 GBP |
| Common | CFD | Opening long position | 100 | 2.2380 GBP |
| Common | CFD | Opening long position | 6,533 | 2.2440 GBP |
| Common | CFD | Opening long position | 4,634 | 2.2531 GBP |
| Common | CFD | Opening long position | 1,506,425 | 2.2535 GBP |
| Common | CFD | Opening long position | 1,515,852 | 2.2573 GBP |
| Common | CFD | Opening long position | 1,205,850 | 2.2578 GBP |
(c) Stock-settled derivative transactions (including options)
(i) Writing, selling, purchasing or varying
| Class of relevant security | Product description e.g. call option | Writing, purchasing, selling, varying etc. | Number of securities to which option relates | Exercise price per unit | Type e.g. American, European etc. | Expiry date | Option money paid/ received per unit |
(ii) Exercise
| Class of relevant security | Product description e.g. call option | Exercising/ exercised against | Number of securities | Exercise price per unit |
(d) Other dealings (including subscribing for new securities)
| Class of relevant security | Nature of dealing e.g. subscription, conversion | Details | Price per unit (if applicable) |
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4. OTHER INFORMATION
(a) Indemnity and other dealing arrangements
| Details of any indemnity or option arrangement, or any agreement or understanding, formal or informal, relating to relevant securities which may be an inducement to deal or refrain from dealing entered into by the person making the disclosure and any party to the offer or any person acting in concert with a party to the offer: Irrevocable commitments and letters of intent should not be included. If there are no such agreements, arrangements or understandings, state "none" |
|
None
|
(b) Agreements, arrangements or understandings relating to options or derivatives
| Details of any agreement, arrangement or understanding, formal or informal, between the person making the disclosure and any other person relating to: (i) the voting rights of any relevant securities under any option; or (ii) the voting rights or future acquisition or disposal of any relevant securities to which any derivative is referenced: If there are no such agreements, arrangements or understandings, state "none" |
|
None
|
(c) Attachments
| Is a Supplemental Form 8 (Open Positions) attached? | NO |
| Date of disclosure: | 29 November 2024 |
| Contact name: | Paula Santos |
| Telephone number*: | 020 7645 9700 |
Public disclosures under Rule 8 of the Code must be made to a Regulatory Information Service.
The Panel's Market Surveillance Unit is available for consultation in relation to the Code's disclosure requirements on +44 (0)20 7638 0129.
*If the discloser is a natural person, a telephone number does not need to be included, provided contact information has been provided to the Panel's Market Surveillance Unit.
The Code can be viewed on the Panel's website at www.thetakeoverpanel.org.uk.
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