-
09 July 2025 23:11:06
- Source: Sharecast
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 |
8 July 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: |
1,974,288 |
1.66 |
96,999 |
0.08 |
|
(2) Cash-settled derivatives:
|
527,051 |
0.44 |
0 |
0.00 |
|
(3) Stock-settled derivatives (including options) and agreements to purchase/sell: |
1,001,700 |
0.84 |
1,373,300 |
1.15 |
|
TOTAL: |
3,503,039 |
2.95 |
1,470,299 |
1.23 |
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 |
100 |
4.3000 USD |
|
Common |
Buy Transaction |
201 |
4.3200 USD |
|
Common |
Buy Transaction |
1,115 |
4.3240 USD |
|
Common |
Buy Transaction |
3,475 |
4.3245 USD |
|
Common |
Buy Transaction |
914 |
4.3271 USD |
|
Common |
Buy Transaction |
560 |
4.3314 USD |
|
Common |
Buy Transaction |
139 |
4.3314 USD |
|
Common |
Buy Transaction |
300 |
4.3350 USD |
|
Common |
Buy Transaction |
1,788 |
4.3379 USD |
|
Common |
Buy Transaction |
800 |
4.3400 USD |
|
Common |
Buy Transaction |
2,623 |
4.3410 USD |
|
Common |
Buy Transaction |
300 |
4.3417 USD |
|
Common |
Buy Transaction |
643 |
4.3427 USD |
|
Common |
Buy Transaction |
1,352 |
4.3427 USD |
|
Common |
Buy Transaction |
3,436 |
4.3436 USD |
|
Common |
Buy Transaction |
575 |
4.3443 USD |
|
Common |
Buy Transaction |
202 |
4.3450 USD |
|
Common |
Buy Transaction |
3,257 |
4.3455 USD |
|
Common |
Buy Transaction |
578 |
4.3457 USD |
|
Common |
Buy Transaction |
1,409 |
4.3470 USD |
|
Common |
Buy Transaction |
26,472 |
4.3500 USD |
|
Common |
Buy Transaction |
2,296 |
4.3518 USD |
|
Common |
Buy Transaction |
4,429 |
4.3541 USD |
|
Common |
Buy Transaction |
47 |
4.3551 USD |
|
Common |
Buy Transaction |
43 |
4.3551 USD |
|
Common |
Buy Transaction |
2,153 |
4.3555 USD |
|
Common |
Buy Transaction |
12,690 |
4.3556 USD |
|
Common |
Buy Transaction |
7,417 |
4.3565 USD |
|
Common |
Buy Transaction |
5,100 |
4.3571 USD |
|
Common |
Buy Transaction |
1 |
4.3576 USD |
|
Common |
Buy Transaction |
1,000 |
4.3580 USD |
|
Common |
Buy Transaction |
1,200 |
4.3583 USD |
|
Common |
Buy Transaction |
2,042 |
4.3588 USD |
|
Common |
Buy Transaction |
17,180 |
4.3595 USD |
|
Common |
Buy Transaction |
616 |
4.3596 USD |
|
Common |
Buy Transaction |
601 |
4.3600 USD |
|
Common |
Buy Transaction |
29,528 |
4.3600 USD |
|
Common |
Buy Transaction |
2,432 |
4.3604 USD |
|
Common |
Buy Transaction |
6,588 |
4.3609 USD |
|
Common |
Buy Transaction |
594 |
4.3610 USD |
|
Common |
Buy Transaction |
1,202 |
4.3613 USD |
|
Common |
Buy Transaction |
1,056 |
4.3619 USD |
|
Common |
Buy Transaction |
5,427 |
4.3620 USD |
|
Common |
Buy Transaction |
732 |
4.3620 USD |
|
Common |
Buy Transaction |
2,976 |
4.3625 USD |
|
Common |
Buy Transaction |
25,111 |
4.3637 USD |
|
Common |
Buy Transaction |
600 |
4.3650 USD |
|
Common |
Buy Transaction |
637 |
4.3650 USD |
|
Common |
Buy Transaction |
1,713 |
4.3656 USD |
|
Common |
Buy Transaction |
62 |
4.3656 USD |
|
Common |
Buy Transaction |
776 |
4.3668 USD |
|
Common |
Buy Transaction |
1,020 |
4.3668 USD |
|
Common |
Buy Transaction |
1,600 |
4.3669 USD |
|
Common |
Buy Transaction |
1 |
4.3678 USD |
|
Common |
Buy Transaction |
1,658 |
4.3678 USD |
|
Common |
Buy Transaction |
248 |
4.3680 USD |
|
Common |
Buy Transaction |
5,007 |
4.3688 USD |
|
Common |
Buy Transaction |
954 |
4.3696 USD |
|
Common |
Buy Transaction |
14,420 |
4.3700 USD |
|
Common |
Buy Transaction |
3,703 |
4.3703 USD |
|
Common |
Buy Transaction |
324 |
4.3715 USD |
|
Common |
Buy Transaction |
1,100 |
4.3727 USD |
|
Common |
Buy Transaction |
1,711 |
4.3734 USD |
|
Common |
Buy Transaction |
127 |
4.3743 USD |
|
Common |
Buy Transaction |
1,381 |
4.3743 USD |
|
Common |
Buy Transaction |
784 |
4.3746 USD |
|
Common |
Buy Transaction |
2,104 |
4.3750 USD |
|
Common |
Buy Transaction |
142 |
4.3750 USD |
|
Common |
Buy Transaction |
1,205 |
4.3750 USD |
|
Common |
Buy Transaction |
93 |
4.3751 USD |
|
Common |
Buy Transaction |
25 |
4.3752 USD |
|
Common |
Buy Transaction |
500 |
4.3760 USD |
|
Common |
Buy Transaction |
11,300 |
4.3798 USD |
|
Common |
Buy Transaction |
10,620 |
4.3800 USD |
|
Common |
Buy Transaction |
989 |
4.3810 USD |
|
Common |
Buy Transaction |
466 |
4.3811 USD |
|
Common |
Buy Transaction |
600 |
4.3825 USD |
|
Common |
Buy Transaction |
721 |
4.3842 USD |
|
Common |
Buy Transaction |
52 |
4.3844 USD |
|
Common |
Buy Transaction |
600 |
4.3850 USD |
|
Common |
Buy Transaction |
692 |
4.3871 USD |
|
Common |
Buy Transaction |
1,215 |
4.3900 USD |
|
Common |
Buy Transaction |
181 |
4.3925 USD |
|
Common |
Buy Transaction |
4 |
4.3950 USD |
|
Common |
Buy Transaction |
843 |
4.3983 USD |
|
Common |
Buy Transaction |
56 |
4.3995 USD |
|
Common |
DVP Transaction |
635 |
4.3600 USD |
|
Common |
DVP Transaction |
160 |
4.3694 USD |
|
Common |
DVP Transaction |
14,041 |
4.3700 USD |
|
Common |
DVP Transaction |
25 |
4.3750 USD |
|
Common |
DVP Transaction |
1 |
4.3900 USD |
|
Common |
RVP Transaction |
645 |
4.3600 USD |
|
Common |
RVP Transaction |
14,191 |
4.3700 USD |
|
Common |
RVP Transaction |
25 |
4.3750 USD |
|
Common |
RVP Transaction |
1 |
4.3900 USD |
|
Common |
Sell Transaction |
5,000 |
4.3066 USD |
|
Common |
Sell Transaction |
2 |
4.3300 USD |
|
Common |
Sell Transaction |
4 |
4.3525 USD |
|
Common |
Sell Transaction |
7 |
4.3529 USD |
|
Common |
Sell Transaction |
500 |
4.3530 USD |
|
Common |
Sell Transaction |
2,000 |
4.3570 USD |
|
Common |
Sell Transaction |
1,100 |
4.3582 USD |
|
Common |
Sell Transaction |
12,834 |
4.3587 USD |
|
Common |
Sell Transaction |
65 |
4.3592 USD |
|
Common |
Sell Transaction |
1,963 |
4.3595 USD |
|
Common |
Sell Transaction |
6,424 |
4.3600 USD |
|
Common |
Sell Transaction |
1,679 |
4.3607 USD |
|
Common |
Sell Transaction |
15,139 |
4.3637 USD |
|
Common |
Sell Transaction |
1,273 |
4.3639 USD |
|
Common |
Sell Transaction |
100 |
4.3650 USD |
|
Common |
Sell Transaction |
7,710 |
4.3666 USD |
|
Common |
Sell Transaction |
14,006 |
4.3674 USD |
|
Common |
Sell Transaction |
3,000 |
4.3677 USD |
|
Common |
Sell Transaction |
1 |
4.3679 USD |
|
Common |
Sell Transaction |
64 |
4.3692 USD |
|
Common |
Sell Transaction |
900 |
4.3692 USD |
|
Common |
Sell Transaction |
2,100 |
4.3700 USD |
|
Common |
Sell Transaction |
25,149 |
4.3700 USD |
|
Common |
Sell Transaction |
1,200 |
4.3704 USD |
|
Common |
Sell Transaction |
1,608 |
4.3705 USD |
|
Common |
Sell Transaction |
9,592 |
4.3705 USD |
|
Common |
Sell Transaction |
1,100 |
4.3710 USD |
|
Common |
Sell Transaction |
8,290 |
4.3714 USD |
|
Common |
Sell Transaction |
1,100 |
4.3718 USD |
|
Common |
Sell Transaction |
3,269 |
4.3721 USD |
|
Common |
Sell Transaction |
6,183 |
4.3727 USD |
|
Common |
Sell Transaction |
300 |
4.3733 USD |
|
Common |
Sell Transaction |
488 |
4.3741 USD |
|
Common |
Sell Transaction |
1,318 |
4.3742 USD |
|
Common |
Sell Transaction |
2,205 |
4.3743 USD |
|
Common |
Sell Transaction |
700 |
4.3746 USD |
|
Common |
Sell Transaction |
2,300 |
4.3750 USD |
|
Common |
Sell Transaction |
22,311 |
4.3750 USD |
|
Common |
Sell Transaction |
2,700 |
4.3763 USD |
|
Common |
Sell Transaction |
436 |
4.3769 USD |
|
Common |
Sell Transaction |
183 |
4.3784 USD |
|
Common |
Sell Transaction |
246 |
4.3788 USD |
|
Common |
Sell Transaction |
229 |
4.3789 USD |
|
Common |
Sell Transaction |
13,691 |
4.3789 USD |
|
Common |
Sell Transaction |
300 |
4.3790 USD |
|
Common |
Sell Transaction |
15,543 |
4.3790 USD |
|
Common |
Sell Transaction |
11 |
4.3791 USD |
|
Common |
Sell Transaction |
10,314 |
4.3800 USD |
|
Common |
Sell Transaction |
1,200 |
4.3808 USD |
|
Common |
Sell Transaction |
2,579 |
4.3816 USD |
|
Common |
Sell Transaction |
1,077 |
4.3821 USD |
|
Common |
Sell Transaction |
400 |
4.3825 USD |
|
Common |
Sell Transaction |
900 |
4.3833 USD |
|
Common |
Sell Transaction |
859 |
4.3843 USD |
|
Common |
Sell Transaction |
899 |
4.3844 USD |
|
Common |
Sell Transaction |
600 |
4.3850 USD |
|
Common |
Sell Transaction |
800 |
4.3863 USD |
|
Common |
Sell Transaction |
300 |
4.3867 USD |
|
Common |
Sell Transaction |
3,400 |
4.3869 USD |
|
Common |
Sell Transaction |
39 |
4.3890 USD |
|
Common |
Sell Transaction |
1,200 |
4.3892 USD |
|
Common |
Sell Transaction |
2,806 |
4.3900 USD |
|
Common |
Sell Transaction |
5,959 |
4.3900 USD |
|
Common |
Sell Transaction |
300 |
4.3967 USD |
|
Common |
Sell Transaction |
1,100 |
4.3973 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 |
|
Common |
CFD |
Reducing long position |
100 |
4.3500 USD |
|
Common |
CFD |
Reducing long position |
8,195 |
4.3746 USD |
|
Common |
CFD |
Reducing long position |
7,100 |
4.3835 USD |
(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 |
|
Common |
Call Option |
Buy Transaction |
1 |
6.0000 USD |
American |
2025-Oct-17 |
0.1500 USD |
|
Common |
Call Option |
Buy Transaction |
1 |
6.0000 USD |
American |
2025-Oct-17 |
0.1600 USD |
|
Common |
Call Option |
Buy Transaction |
1 |
4.0000 USD |
American |
2026-Jan-16 |
1.0100 USD |
|
Common |
Call Option |
DVP Transaction |
1 |
6.0000 USD |
American |
2025-Oct-17 |
0.1500 USD |
|
Common |
Call Option |
DVP Transaction |
1 |
6.0000 USD |
American |
2025-Oct-17 |
0.1600 USD |
|
Common |
Call Option |
DVP Transaction |
1 |
5.0000 USD |
American |
2025-Oct-17 |
0.4200 USD |
|
Common |
Call Option |
RVP Transaction |
2 |
6.0000 USD |
American |
2025-Oct-17 |
0.1550 USD |
|
Common |
Call Option |
RVP Transaction |
1 |
5.0000 USD |
American |
2025-Oct-17 |
0.4200 USD |
|
Common |
Call Option |
Sell Transaction |
1 |
5.0000 USD |
American |
2025-Oct-17 |
0.4200 USD |
(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) |
|
|
|
|
|
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: |
9 July 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 |
17,300 |
4.0 USD
|
American
|
17/10/2025
|
|
Common |
Call Option |
Purchased |
1,500 |
5.0 USD
|
American
|
15/08/2025
|
|
Common |
Call Option |
Purchased |
700 |
10.0 USD
|
American
|
18/07/2025
|
|
Common |
Call Option |
Purchased |
2,900 |
10.0 USD
|
American
|
16/01/2026
|
|
Common |
Put Option |
Purchased |
-200 |
6.0 USD
|
American
|
16/01/2026
|
|
Common |
Put Option |
Purchased |
-200 |
7.0 USD
|
American
|
15/08/2025
|
|
Common |
Put Option |
Purchased |
-700 |
6.0 USD
|
American
|
18/07/2025
|
|
Common |
Put Option |
Purchased |
-201,600 |
4.0 USD
|
American
|
16/01/2026
|
|
Common |
Call Option |
Purchased |
2,000 |
3.0 USD
|
American
|
18/07/2025
|
|
Common |
Put Option |
Purchased |
-300 |
5.0 USD
|
American
|
17/10/2025
|
|
Common |
Call Option |
Purchased |
1,000 |
3.0 USD
|
American
|
15/08/2025
|
|
Common |
Put Option |
Purchased |
-12,000 |
3.0 USD
|
American
|
15/08/2025
|
|
Common |
Call Option |
Purchased |
10,400 |
5.0 USD
|
American
|
16/01/2026
|
|
Common |
Put Option |
Purchased |
-300 |
4.0 USD
|
American
|
15/08/2025
|
|
Common |
Call Option |
Purchased |
270,900 |
6.0 USD
|
American
|
18/07/2025
|
|
Common |
Put Option |
Purchased |
-700 |
7.0 USD
|
American
|
18/07/2025
|
|
Common |
Put Option |
Purchased |
-11,900 |
4.0 USD
|
American
|
18/07/2025
|
|
Common |
Call Option |
Purchased |
600,000 |
6.0 USD
|
American
|
18/07/2025
|
|
Common |
Put Option |
Purchased |
-7,200 |
3.0 USD
|
American
|
18/07/2025
|
|
Common |
Call Option |
Purchased |
300 |
2.0 USD
|
American
|
17/10/2025
|
|
Common |
Put Option |
Purchased |
-13,100 |
3.0 USD
|
American
|
16/01/2026
|
|
Common |
Put Option |
Purchased |
-100 |
7.0 USD
|
American
|
17/10/2025
|
|
Common |
Put Option |
Purchased |
-900 |
5.0 USD
|
American
|
17/07/2026
|
|
Common |
Call Option |
Purchased |
300 |
15.0 USD
|
American
|
16/01/2026
|
|
Common |
Call Option |
Sold |
-8,500 |
4.0 USD
|
American
|
18/07/2025
|
|
Common |
Call Option |
Sold |
-1,400 |
3.0 USD
|
American
|
16/01/2026
|
|
Common |
Call Option |
Sold |
-2,500 |
4.0 USD
|
American
|
17/07/2026
|
|
Common |
Call Option |
Sold |
-2,400 |
10.0 USD
|
American
|
17/07/2026
|
|
Common |
Put Option |
Sold |
91,500 |
5.0 USD
|
American
|
16/01/2026
|
|
Common |
Call Option |
Sold |
-118,200 |
7.0 USD
|
American
|
16/01/2026
|
|
Common |
Call Option |
Sold |
-2,000 |
3.0 USD
|
American
|
17/10/2025
|
|
Common |
Call Option |
Sold |
-300 |
3.0 USD
|
American
|
17/07/2026
|
|
Common |
Call Option |
Sold |
-700 |
12.0 USD
|
American
|
16/01/2026
|
|
Common |
Put Option |
Sold |
300 |
5.0 USD
|
American
|
18/07/2025
|
|
Common |
Call Option |
Sold |
-1,100 |
7.0 USD
|
American
|
17/07/2026
|
|
Common |
Put Option |
Sold |
2,600 |
3.0 USD
|
American
|
17/10/2025
|
|
Common |
Call Option |
Sold |
-37,000 |
5.0 USD
|
American
|
17/07/2026
|
|
Common |
Call Option |
Sold |
-651,300 |
5.0 USD
|
American
|
18/07/2025
|
|
Common |
Call Option |
Sold |
-106,100 |
5.0 USD
|
American
|
17/10/2025
|
|
Common |
Call Option |
Sold |
-159,900 |
6.0 USD
|
American
|
16/01/2026
|
|
Common |
Call Option |
Sold |
-29,400 |
8.0 USD
|
American
|
18/07/2025
|
|
Common |
Call Option |
Sold |
-200 |
7.0 USD
|
American
|
18/07/2025
|
|
Common |
Call Option |
Sold |
-1,400 |
4.0 USD
|
American
|
16/01/2026
|
|
Common |
Call Option |
Sold |
-1,600 |
6.0 USD
|
American
|
17/10/2025
|
|
Common |
Call Option |
Sold |
-100 |
2.0 USD
|
American
|
17/07/2026
|
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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