Source - LSE Regulatory
RNS Number : 9274E
Citadel Group
14 April 2025
 

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

AMERICAN AXLE  MANUFACTURING HOLDINGS INC

(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

11 April 2025

(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

DOWLAIS GROUP 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 US0240611030

USD 0.01 common

 

 

Interests

Short positions

 

Number

%

Number

%

(1) Relevant securities owned and/or controlled:

471,051

0.39

299,202

0.25

(2) Cash-settled derivatives:

 

97,081

0.08

0

0.00

(3) Stock-settled derivatives (including options) and agreements to purchase/sell:

2,123,400

1.79

591,100

0.49

 

     TOTAL:

2,691,532

2.27

890,302

0.75

 

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

198

3.0200 USD

Common

Buy Transaction

2,000

3.0201 USD

Common

Buy Transaction

305

3.0284 USD

Common

Buy Transaction

3,575

3.0300 USD

Common

Buy Transaction

449

3.0339 USD

Common

Buy Transaction

1,221

3.0364 USD

Common

Buy Transaction

216

3.0400 USD

Common

Buy Transaction

1,677

3.0403 USD

Common

Buy Transaction

266

3.0403 USD

Common

Buy Transaction

49

3.0408 USD

Common

Buy Transaction

61

3.0416 USD

Common

Buy Transaction

200

3.0450 USD

Common

Buy Transaction

166

3.0460 USD

Common

Buy Transaction

39

3.0464 USD

Common

Buy Transaction

144

3.0469 USD

Common

Buy Transaction

191

3.0470 USD

Common

Buy Transaction

300

3.0500 USD

Common

Buy Transaction

299

3.0513 USD

Common

Buy Transaction

4,600

3.0543 USD

Common

Buy Transaction

5,725

3.0550 USD

Common

Buy Transaction

241

3.0581 USD

Common

Buy Transaction

3,851

3.0600 USD

Common

Buy Transaction

8

3.0612 USD

Common

Buy Transaction

187

3.0623 USD

Common

Buy Transaction

858

3.0640 USD

Common

Buy Transaction

521

3.0650 USD

Common

Buy Transaction

6,400

3.0653 USD

Common

Buy Transaction

565

3.0666 USD

Common

Buy Transaction

9

3.0678 USD

Common

Buy Transaction

50,951

3.0688 USD

Common

Buy Transaction

855

3.0692 USD

Common

Buy Transaction

10,368

3.0700 USD

Common

Buy Transaction

216

3.0705 USD

Common

Buy Transaction

2,990

3.0738 USD

Common

Buy Transaction

614

3.0749 USD

Common

Buy Transaction

597

3.0749 USD

Common

Buy Transaction

749

3.0762 USD

Common

Buy Transaction

1,488

3.0762 USD

Common

Buy Transaction

1,077

3.0772 USD

Common

Buy Transaction

131

3.0776 USD

Common

Buy Transaction

362

3.0782 USD

Common

Buy Transaction

259

3.0800 USD

Common

Buy Transaction

810

3.0801 USD

Common

Buy Transaction

40

3.0808 USD

Common

Buy Transaction

393

3.0809 USD

Common

Buy Transaction

357

3.0820 USD

Common

Buy Transaction

36

3.0850 USD

Common

Buy Transaction

171

3.0851 USD

Common

Buy Transaction

381

3.0864 USD

Common

Buy Transaction

891

3.0880 USD

Common

Buy Transaction

1,023

3.0882 USD

Common

Buy Transaction

1,577

3.0900 USD

Common

Buy Transaction

58

3.0912 USD

Common

Buy Transaction

2,400

3.0982 USD

Common

Buy Transaction

13,884

3.0991 USD

Common

Buy Transaction

82,537

3.1000 USD

Common

Buy Transaction

300

3.1050 USD

Common

Buy Transaction

1,383

3.1050 USD

Common

Buy Transaction

798

3.1062 USD

Common

Buy Transaction

2

3.1076 USD

Common

Buy Transaction

180

3.1100 USD

Common

Buy Transaction

10

3.1110 USD

Common

Buy Transaction

2

3.1166 USD

Common

Buy Transaction

150

3.1301 USD

Common

Buy Transaction

50

3.1310 USD

Common

Buy Transaction

200

3.1550 USD

Common

Buy Transaction

8,501

3.1585 USD

Common

Buy Transaction

100

3.1700 USD

Common

DVP Transaction

1

3.0400 USD

Common

DVP Transaction

1

3.0500 USD

Common

DVP Transaction

5,725

3.0550 USD

Common

DVP Transaction

79,278

3.1000 USD

Common

DVP Transaction

1,347

3.1009 USD

Common

DVP Transaction

35

3.1100 USD

Common

DVP Transaction

10

3.4500 USD

Common

RVP Transaction

1

3.0400 USD

Common

RVP Transaction

1

3.0500 USD

Common

RVP Transaction

5,725

3.0550 USD

Common

RVP Transaction

80,581

3.1000 USD

Common

RVP Transaction

39

3.1100 USD

Common

RVP Transaction

40

3.1300 USD

Common

RVP Transaction

10

3.4500 USD

Common

Sell Transaction

406

3.0200 USD

Common

Sell Transaction

3,880

3.0299 USD

Common

Sell Transaction

100

3.0300 USD

Common

Sell Transaction

46

3.0350 USD

Common

Sell Transaction

4,817

3.0400 USD

Common

Sell Transaction

774

3.0406 USD

Common

Sell Transaction

300

3.0433 USD

Common

Sell Transaction

420

3.0450 USD

Common

Sell Transaction

81

3.0453 USD

Common

Sell Transaction

769

3.0469 USD

Common

Sell Transaction

220

3.0480 USD

Common

Sell Transaction

600

3.0483 USD

Common

Sell Transaction

4,838

3.0490 USD

Common

Sell Transaction

13,230

3.0490 USD

Common

Sell Transaction

207

3.0500 USD

Common

Sell Transaction

220

3.0501 USD

Common

Sell Transaction

260

3.0501 USD

Common

Sell Transaction

1,799

3.0530 USD

Common

Sell Transaction

200

3.0550 USD

Common

Sell Transaction

500

3.0560 USD

Common

Sell Transaction

6,314

3.0566 USD

Common

Sell Transaction

140

3.0571 USD

Common

Sell Transaction

56,234

3.0574 USD

Common

Sell Transaction

2

3.0597 USD

Common

Sell Transaction

401

3.0600 USD

Common

Sell Transaction

300

3.0617 USD

Common

Sell Transaction

4,700

3.0617 USD

Common

Sell Transaction

106

3.0628 USD

Common

Sell Transaction

762

3.0650 USD

Common

Sell Transaction

481

3.0675 USD

Common

Sell Transaction

1,100

3.0690 USD

Common

Sell Transaction

51

3.0692 USD

Common

Sell Transaction

603

3.0695 USD

Common

Sell Transaction

11,254

3.0700 USD

Common

Sell Transaction

960

3.0702 USD

Common

Sell Transaction

5,800

3.0718 USD

Common

Sell Transaction

400

3.0725 USD

Common

Sell Transaction

1,925

3.0734 USD

Common

Sell Transaction

3,557

3.0739 USD

Common

Sell Transaction

45,654

3.0741 USD

Common

Sell Transaction

848

3.0746 USD

Common

Sell Transaction

800

3.0750 USD

Common

Sell Transaction

8

3.0781 USD

Common

Sell Transaction

50

3.0792 USD

Common

Sell Transaction

400

3.0800 USD

Common

Sell Transaction

50

3.0802 USD

Common

Sell Transaction

2,389

3.0816 USD

Common

Sell Transaction

7,300

3.0821 USD

Common

Sell Transaction

251

3.0841 USD

Common

Sell Transaction

200

3.0850 USD

Common

Sell Transaction

43

3.0851 USD

Common

Sell Transaction

161

3.0861 USD

Common

Sell Transaction

300

3.0867 USD

Common

Sell Transaction

200

3.0891 USD

Common

Sell Transaction

53

3.0892 USD

Common

Sell Transaction

47,157

3.0896 USD

Common

Sell Transaction

1,626

3.0900 USD

Common

Sell Transaction

663

3.0904 USD

Common

Sell Transaction

300

3.0933 USD

Common

Sell Transaction

228

3.0988 USD

Common

Sell Transaction

115,500

3.1000 USD

Common

Sell Transaction

52

3.1002 USD

Common

Sell Transaction

8,094

3.1050 USD

Common

Sell Transaction

2,012

3.1098 USD

Common

Sell Transaction

505

3.1099 USD

Common

Sell Transaction

173

3.1100 USD

Common

Sell Transaction

0

3.1119 USD

Common

Sell Transaction

400

3.1150 USD

Common

Sell Transaction

5,205

3.1200 USD

Common

Sell Transaction

5

3.1220 USD

Common

Sell Transaction

200

3.1250 USD

Common

Sell Transaction

2,400

3.1299 USD

Common

Sell Transaction

588

3.1300 USD

Common

Sell Transaction

50

3.1310 USD

Common

Sell Transaction

274

3.1328 USD

Common

Sell Transaction

600

3.1333 USD

Common

Sell Transaction

600

3.1375 USD

Common

Sell Transaction

1,000

3.1391 USD

Common

Sell Transaction

2,106

3.1400 USD

Common

Sell Transaction

1,015

3.1401 USD

Common

Sell Transaction

1,510

3.1428 USD

Common

Sell Transaction

889

3.1444 USD

Common

Sell Transaction

895

3.1500 USD

Common

Sell Transaction

200

3.1550 USD

Common

Sell Transaction

7,822

3.1583 USD

Common

Sell Transaction

532

3.1600 USD

Common

Sell Transaction

6

3.1617 USD

Common

Sell Transaction

10

3.1650 USD

Common

Sell Transaction

1

3.1700 USD

 

(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

 

(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

Common

Put Option

Exercised against

2

7.0000 USD

 

 

(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)

 

 

 

 

 

 

 

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?

YES

 

 

Date of disclosure:

14 April 2025

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.

 

 

 

 

 

 

 

SUPPLEMENTAL FORM 8 (OPEN POSITIONS)

 

DETAILS OF OPEN STOCK-SETTLED DERIVATIVE (INCLUDING OPTION) POSITIONS, AGREEMENTS TO PURCHASE OR SELL ETC.

Note 5(i) on Rule 8 of the Takeover Code (the "Code")

 

 

1.         KEY INFORMATION

 

Full name of person making disclosure:

Citadel Group

Name of offeror/offeree in relation to whose relevant securities the disclosure relates:

AMERICAN AXLE  MANUFACTURING HOLDINGS INC

 

2.         STOCK-SETTLED DERIVATIVES (INCLUDING OPTIONS)

 

Class of relevant security

Product description e.g. call option

Written or purchased

Number of securities to which option or derivative relates

Exercise price per unit

Type

e.g. American, European etc.

Expiry date

Common

Call Option

Purchased

150,000

4.0 USD

 

American

 

20/06/2025

 

Common

Put Option

Purchased

-400

3.0 USD

 

American

 

17/04/2025

 

Common

Put Option

Purchased

-4,300

4.0 USD

 

American

 

20/06/2025

 

Common

Put Option

Purchased

-5,400

4.0 USD

 

American

 

18/07/2025

 

Common

Call Option

Purchased

600

10.0 USD

 

American

 

17/04/2025

 

Common

Call Option

Purchased

300

8.0 USD

 

American

 

20/06/2025

 

Common

Call Option

Purchased

6,000

5.0 USD

 

American

 

20/06/2025

 

Common

Call Option

Purchased

1,000,000

5.0 USD

 

American

 

20/06/2025

 

Common

Call Option

Purchased

245,600

6.0 USD

 

American

 

18/07/2025

 

Common

Put Option

Purchased

-13,000

3.0 USD

 

American

 

16/01/2026

 

Common

Call Option

Purchased

800

4.0 USD

 

American

 

17/04/2025

 

Common

Put Option

Purchased

-5,900

4.0 USD

 

American

 

17/04/2025

 

Common

Put Option

Purchased

-300

5.0 USD

 

American

 

17/10/2025

 

Common

Put Option

Purchased

-1,400

4.0 USD

 

American

 

16/01/2026

 

Common

Put Option

Purchased

-99,800

7.0 USD

 

American

 

20/06/2025

 

Common

Put Option

Purchased

-900

5.0 USD

 

American

 

17/07/2026

 

Common

Put Option

Purchased

-8,400

5.0 USD

 

American

 

16/01/2026

 

Common

Put Option

Purchased

-400

4.0 USD

 

American

 

16/05/2025

 

Common

Put Option

Purchased

-1,400

5.0 USD

 

American

 

20/06/2025

 

Common

Put Option

Purchased

-1,000

5.0 USD

 

American

 

17/04/2025

 

Common

Put Option

Purchased

-104,200

6.0 USD

 

American

 

20/06/2025

 

Common

Call Option

Purchased

800

5.0 USD

 

American

 

16/05/2025

 

Common

Call Option

Purchased

6,000

4.0 USD

 

American

 

17/10/2025

 

Common

Call Option

Purchased

2,500

10.0 USD

 

American

 

16/01/2026

 

Common

Call Option

Purchased

600,000

6.0 USD

 

American

 

18/07/2025

 

Common

Call Option

Purchased

200

6.0 USD

 

American

 

17/10/2025

 

Common

Put Option

Purchased

-700

7.0 USD

 

American

 

18/07/2025

 

Common

Call Option

Purchased

2,300

7.0 USD

 

American

 

20/06/2025

 

Common

Call Option

Purchased

700

10.0 USD

 

American

 

18/07/2025

 

Common

Call Option

Purchased

800

5.0 USD

 

American

 

16/01/2026

 

Common

Call Option

Sold

-100

3.0 USD

 

American

 

17/10/2025

 

Common

Call Option

Sold

-1,700

6.0 USD

 

American

 

17/04/2025

 

Common

Call Option

Sold

-200

15.0 USD

 

American

 

16/01/2026

 

Common

Call Option

Sold

-200

7.0 USD

 

American

 

18/07/2025

 

Common

Call Option

Sold

-2,000

6.0 USD

 

American

 

20/06/2025

 

Common

Call Option

Sold

-13,900

5.0 USD

 

American

 

17/04/2025

 

Common

Call Option

Sold

-1,400

3.0 USD

 

American

 

16/01/2026

 

Common

Call Option

Sold

-8,600

8.0 USD

 

American

 

17/04/2025

 

Common

Put Option

Sold

99,900

8.0 USD

 

American

 

20/06/2025

 

Common

Call Option

Sold

-2,500

4.0 USD

 

American

 

17/07/2026

 

Common

Call Option

Sold

-3,400

10.0 USD

 

American

 

17/07/2026

 

Common

Call Option

Sold

-100

3.0 USD

 

American

 

17/04/2025

 

Common

Call Option

Sold

-9,500

4.0 USD

 

American

 

18/07/2025

 

Common

Call Option

Sold

-500

4.0 USD

 

American

 

16/01/2026

 

Common

Call Option

Sold

-101,000

5.0 USD

 

American

 

18/07/2025

 

Common

Put Option

Sold

800

5.0 USD

 

American

 

18/07/2025

 

Common

Call Option

Sold

-500

3.0 USD

 

American

 

17/07/2026

 

Common

Call Option

Sold

-12,700

7.0 USD

 

American

 

17/04/2025

 

Common

Call Option

Sold

-100

7.0 USD

 

American

 

17/10/2025

 

Common

Put Option

Sold

1,400

7.0 USD

 

American

 

16/01/2026

 

Common

Call Option

Sold

-31,700

5.0 USD

 

American

 

17/07/2026

 

Common

Call Option

Sold

-2,800

4.0 USD

 

American

 

20/06/2025

 

Common

Call Option

Sold

-118,400

7.0 USD

 

American

 

16/01/2026

 

Common

Call Option

Sold

-29,400

8.0 USD

 

American

 

18/07/2025

 

Common

Call Option

Sold

-800

12.0 USD

 

American

 

16/01/2026

 

Common

Call Option

Sold

-1,900

9.0 USD

 

American

 

17/04/2025

 

Common

Call Option

Sold

-200

3.0 USD

 

American

 

20/06/2025

 

Common

Put Option

Sold

4,700

6.0 USD

 

American

 

17/04/2025

 

 

3.         AGREEMENTS TO PURCHASE OR SELL ETC.

 

Full details should be given so that the nature of the interest or position can be fully understood:

 

 

 

 

 

 

It is not necessary to provide details on a Supplemental Form (Open Positions) with regard to cash-settled derivatives.

 

The currency of all prices and other monetary amounts should be stated.

 

The Panel's Market Surveillance Unit is available for consultation in relation to the Code's disclosure requirements on +44 (0)20 7638 0129.

 

The Code can be viewed on the Panel's website at www.thetakeoverpanel.org.uk.

 

 

 

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