RNS Number : 8507G
Citadel Group
30 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

29 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:

734,215

0.62

64,800

0.05

(2) Cash-settled derivatives:

 

25,891

0.02

0

0.00

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

2,120,800

1.79

382,500

0.32

 

TOTAL:

2,880,906

2.43

447,300

0.37

 

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

500

3.6990 USD

Common

Buy Transaction

2,437

3.7000 USD

Common

Buy Transaction

300

3.7033 USD

Common

Buy Transaction

100

3.7050 USD

Common

Buy Transaction

6,115

3.7100 USD

Common

Buy Transaction

10

3.7150 USD

Common

Buy Transaction

300

3.7167 USD

Common

Buy Transaction

228

3.7188 USD

Common

Buy Transaction

1,186

3.7200 USD

Common

Buy Transaction

210

3.7214 USD

Common

Buy Transaction

541

3.7300 USD

Common

Buy Transaction

17

3.7347 USD

Common

Buy Transaction

200

3.7350 USD

Common

Buy Transaction

85

3.7351 USD

Common

Buy Transaction

115

3.7357 USD

Common

Buy Transaction

499

3.7381 USD

Common

Buy Transaction

413

3.7400 USD

Common

Buy Transaction

203

3.7400 USD

Common

Buy Transaction

317

3.7402 USD

Common

Buy Transaction

1,119

3.7465 USD

Common

Buy Transaction

2,511

3.7500 USD

Common

Buy Transaction

1,457

3.7514 USD

Common

Buy Transaction

618

3.7546 USD

Common

Buy Transaction

858

3.7557 USD

Common

Buy Transaction

3,452

3.7568 USD

Common

Buy Transaction

3,300

3.7570 USD

Common

Buy Transaction

930

3.7600 USD

Common

Buy Transaction

1,421

3.7636 USD

Common

Buy Transaction

400

3.7650 USD

Common

Buy Transaction

105

3.7700 USD

Common

Buy Transaction

453

3.7736 USD

Common

Buy Transaction

3,989

3.7750 USD

Common

Buy Transaction

1

3.7757 USD

Common

Buy Transaction

1,774

3.7763 USD

Common

Buy Transaction

13,291

3.7778 USD

Common

Buy Transaction

3,727

3.7781 USD

Common

Buy Transaction

119

3.7795 USD

Common

Buy Transaction

1,096

3.7823 USD

Common

Buy Transaction

68

3.7866 USD

Common

Buy Transaction

64

3.7877 USD

Common

Buy Transaction

2,326

3.7878 USD

Common

Buy Transaction

1,659

3.7879 USD

Common

Buy Transaction

287

3.7886 USD

Common

Buy Transaction

73,069

3.7956 USD

Common

Buy Transaction

7,150

3.7981 USD

Common

Buy Transaction

19,530

3.7993 USD

Common

Buy Transaction

115

3.7997 USD

Common

Buy Transaction

1,055

3.8057 USD

Common

Buy Transaction

3,537

3.8097 USD

Common

Buy Transaction

442

3.8107 USD

Common

Buy Transaction

1,461

3.8123 USD

Common

Buy Transaction

421

3.8144 USD

Common

Buy Transaction

919

3.8148 USD

Common

Buy Transaction

2,500

3.8148 USD

Common

Buy Transaction

400

3.8150 USD

Common

Buy Transaction

3,509

3.8157 USD

Common

Buy Transaction

2,931

3.8167 USD

Common

Buy Transaction

4,925

3.8200 USD

Common

Buy Transaction

2

3.8206 USD

Common

Buy Transaction

1,738

3.8208 USD

Common

Buy Transaction

7,175

3.8239 USD

Common

Buy Transaction

5,782

3.8241 USD

Common

Buy Transaction

1,319

3.8268 USD

Common

Buy Transaction

6,522

3.8281 USD

Common

Buy Transaction

78

3.8291 USD

Common

Buy Transaction

4,612

3.8299 USD

Common

Buy Transaction

1,052

3.8300 USD

Common

Buy Transaction

440

3.8300 USD

Common

Buy Transaction

134

3.8303 USD

Common

Buy Transaction

23

3.8304 USD

Common

Buy Transaction

9,252

3.8305 USD

Common

Buy Transaction

1,800

3.8306 USD

Common

Buy Transaction

11

3.8309 USD

Common

Buy Transaction

3,175

3.8314 USD

Common

Buy Transaction

1,100

3.8327 USD

Common

Buy Transaction

1,648

3.8333 USD

Common

Buy Transaction

25,207

3.8341 USD

Common

Buy Transaction

1,700

3.8341 USD

Common

Buy Transaction

111

3.8346 USD

Common

Buy Transaction

400

3.8350 USD

Common

Buy Transaction

3,642

3.8369 USD

Common

Buy Transaction

400

3.8375 USD

Common

Buy Transaction

600

3.8383 USD

Common

Buy Transaction

39,941

3.8400 USD

Common

Buy Transaction

31

3.8410 USD

Common

DVP Transaction

1

3.7000 USD

Common

DVP Transaction

1

3.7300 USD

Common

DVP Transaction

367

3.7500 USD

Common

DVP Transaction

2

3.7600 USD

Common

DVP Transaction

20

3.8250 USD

Common

DVP Transaction

20

3.8275 USD

Common

DVP Transaction

11

3.8300 USD

Common

DVP Transaction

11

3.8309 USD

Common

DVP Transaction

29

3.8338 USD

Common

DVP Transaction

16

3.8344 USD

Common

DVP Transaction

34,500

3.8400 USD

Common

DVP Transaction

41,831

3.8405 USD

Common

DVP Transaction

1

3.8500 USD

Common

RVP Transaction

1

3.7000 USD

Common

RVP Transaction

1

3.7300 USD

Common

RVP Transaction

367

3.7500 USD

Common

RVP Transaction

2

3.7600 USD

Common

RVP Transaction

400

3.8200 USD

Common

RVP Transaction

1,452

3.8294 USD

Common

RVP Transaction

1,001

3.8300 USD

Common

RVP Transaction

118

3.8313 USD

Common

RVP Transaction

503

3.8370 USD

Common

RVP Transaction

14,044

3.8377 USD

Common

RVP Transaction

4,224

3.8382 USD

Common

RVP Transaction

3,095

3.8392 USD

Common

RVP Transaction

34,644

3.8400 USD

Common

RVP Transaction

700

3.8407 USD

Common

RVP Transaction

2,000

3.8418 USD

Common

RVP Transaction

400

3.8438 USD

Common

RVP Transaction

3,384

3.8449 USD

Common

RVP Transaction

721

3.8449 USD

Common

RVP Transaction

3,430

3.8461 USD

Common

RVP Transaction

605

3.8475 USD

Common

RVP Transaction

4,790

3.8477 USD

Common

RVP Transaction

928

3.8500 USD

Common

Sell Transaction

189

3.6900 USD

Common

Sell Transaction

435

3.7000 USD

Common

Sell Transaction

818

3.7014 USD

Common

Sell Transaction

376

3.7100 USD

Common

Sell Transaction

710

3.7121 USD

Common

Sell Transaction

1,190

3.7191 USD

Common

Sell Transaction

23,812

3.7300 USD

Common

Sell Transaction

553

3.7343 USD

Common

Sell Transaction

1,711

3.7383 USD

Common

Sell Transaction

305

3.7401 USD

Common

Sell Transaction

8

3.7437 USD

Common

Sell Transaction

3,500

3.7449 USD

Common

Sell Transaction

7,000

3.7451 USD

Common

Sell Transaction

258

3.7500 USD

Common

Sell Transaction

18,248

3.7552 USD

Common

Sell Transaction

2,965

3.7633 USD

Common

Sell Transaction

4

3.7700 USD

Common

Sell Transaction

600

3.7750 USD

Common

Sell Transaction

27

3.7752 USD

Common

Sell Transaction

1,000

3.7770 USD

Common

Sell Transaction

13,005

3.7776 USD

Common

Sell Transaction

1,000

3.7790 USD

Common

Sell Transaction

1,500

3.7807 USD

Common

Sell Transaction

718

3.7813 USD

Common

Sell Transaction

240

3.7850 USD

Common

Sell Transaction

301

3.7869 USD

Common

Sell Transaction

1,436

3.7871 USD

Common

Sell Transaction

1,000

3.7880 USD

Common

Sell Transaction

11

3.7891 USD

Common

Sell Transaction

3,099

3.7893 USD

Common

Sell Transaction

408

3.7930 USD

Common

Sell Transaction

69

3.7939 USD

Common

Sell Transaction

689

3.7995 USD

Common

Sell Transaction

2,966

3.8005 USD

Common

Sell Transaction

600

3.8008 USD

Common

Sell Transaction

691

3.8021 USD

Common

Sell Transaction

1,500

3.8040 USD

Common

Sell Transaction

3,000

3.8053 USD

Common

Sell Transaction

1,700

3.8088 USD

Common

Sell Transaction

3,676

3.8091 USD

Common

Sell Transaction

2,897

3.8091 USD

Common

Sell Transaction

829

3.8100 USD

Common

Sell Transaction

1,439

3.8103 USD

Common

Sell Transaction

19,561

3.8108 USD

Common

Sell Transaction

7,742

3.8121 USD

Common

Sell Transaction

46,094

3.8131 USD

Common

Sell Transaction

26,809

3.8134 USD

Common

Sell Transaction

2,400

3.8138 USD

Common

Sell Transaction

1,025

3.8145 USD

Common

Sell Transaction

3,176

3.8156 USD

Common

Sell Transaction

1,200

3.8167 USD

Common

Sell Transaction

601

3.8183 USD

Common

Sell Transaction

13

3.8192 USD

Common

Sell Transaction

1,168

3.8197 USD

Common

Sell Transaction

6,405

3.8199 USD

Common

Sell Transaction

2,288

3.8200 USD

Common

Sell Transaction

2,234

3.8211 USD

Common

Sell Transaction

2,350

3.8211 USD

Common

Sell Transaction

600

3.8217 USD

Common

Sell Transaction

1,645

3.8218 USD

Common

Sell Transaction

1,082

3.8222 USD

Common

Sell Transaction

6,700

3.8229 USD

Common

Sell Transaction

5,190

3.8230 USD

Common

Sell Transaction

2,200

3.8245 USD

Common

Sell Transaction

1,162

3.8246 USD

Common

Sell Transaction

1,600

3.8247 USD

Common

Sell Transaction

3,956

3.8250 USD

Common

Sell Transaction

7,520

3.8270 USD

Common

Sell Transaction

243

3.8286 USD

Common

Sell Transaction

408

3.8290 USD

Common

Sell Transaction

382

3.8290 USD

Common

Sell Transaction

1,368

3.8294 USD

Common

Sell Transaction

1,153

3.8300 USD

Common

Sell Transaction

3,179

3.8304 USD

Common

Sell Transaction

600

3.8333 USD

Common

Sell Transaction

1,888

3.8345 USD

Common

Sell Transaction

1,000

3.8350 USD

Common

Sell Transaction

168

3.8363 USD

Common

Sell Transaction

36,691

3.8400 USD

Common

Sell Transaction

14,022

3.8421 USD

Common

Sell Transaction

1,500

3.8430 USD

Common

Sell Transaction

13,454

3.8464 USD

Common

Sell Transaction

486

3.8476 USD

Common

Sell Transaction

498

3.8499 USD

Common

Sell Transaction

12,733

3.8500 USD

Common

Sell Transaction

161

3.8562 USD

Common

Sell Transaction

2,134

3.8600 USD

Common

Sell Transaction

1,500

3.8620 USD

Common

Sell Transaction

700

3.8621 USD

Common

Sell Transaction

300

3.8650 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

314

3.8341 USD

Common

CFD

Reducing long position

3,586

3.8341 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

37

5.0000 USD

American

2025-Jul-18

0.1000 USD

Common

Call Option

Buy Transaction

1

5.0000 USD

American

2025-Jul-18

0.1200 USD

Common

Call Option

Buy Transaction

1

3.0000 USD

American

2026-Jul-17

1.2000 USD

Common

Call Option

DVP Transaction

1

5.0000 USD

American

2025-Jul-18

0.1200 USD

Common

Call Option

DVP Transaction

5

4.0000 USD

American

2025-May-16

0.2000 USD

Common

Call Option

RVP Transaction

1

5.0000 USD

American

2025-Jul-18

0.1200 USD

Common

Call Option

RVP Transaction

5

4.0000 USD

American

2025-May-16

0.2000 USD

Common

Call Option

Sell Transaction

2

4.0000 USD

American

2025-May-16

0.2000 USD

Common

Call Option

Sell Transaction

1

3.0000 USD

American

2025-May-16

0.8800 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:

30 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

Put Option

Purchased

-300

5.0 USD

 

American

 

17/10/2025

 

Common

Put Option

Purchased

-500

3.0 USD

 

American

 

16/05/2025

 

Common

Put Option

Purchased

-1,400

5.0 USD

 

American

 

20/06/2025

 

Common

Put Option

Purchased

-700

7.0 USD

 

American

 

18/07/2025

 

Common

Call Option

Purchased

7,800

5.0 USD

 

American

 

16/01/2026

 

Common

Call Option

Purchased

2,300

7.0 USD

 

American

 

20/06/2025

 

Common

Call Option

Purchased

3,300

4.0 USD

 

American

 

16/05/2025

 

Common

Call Option

Purchased

5,000

5.0 USD

 

American

 

20/06/2025

 

Common

Put Option

Purchased

-8,400

5.0 USD

 

American

 

16/01/2026

 

Common

Call Option

Purchased

700

10.0 USD

 

American

 

18/07/2025

 

Common

Put Option

Purchased

-900

5.0 USD

 

American

 

17/07/2026

 

Common

Put Option

Purchased

-13,000

3.0 USD

 

American

 

16/01/2026

 

Common

Call Option

Purchased

150,000

4.0 USD

 

American

 

20/06/2025

 

Common

Put Option

Purchased

-1,300

5.0 USD

 

American

 

16/05/2025

 

Common

Call Option

Purchased

800

5.0 USD

 

American

 

17/10/2025

 

Common

Call Option

Purchased

300

8.0 USD

 

American

 

20/06/2025

 

Common

Put Option

Purchased

-5,400

4.0 USD

 

American

 

18/07/2025

 

Common

Put Option

Purchased

-4,300

4.0 USD

 

American

 

20/06/2025

 

Common

Call Option

Purchased

500

3.0 USD

 

American

 

16/05/2025

 

Common

Call Option

Purchased

600,000

6.0 USD

 

American

 

18/07/2025

 

Common

Call Option

Purchased

900

3.0 USD

 

American

 

18/07/2025

 

Common

Put Option

Purchased

-400

4.0 USD

 

American

 

16/05/2025

 

Common

Call Option

Purchased

2,500

10.0 USD

 

American

 

16/01/2026

 

Common

Call Option

Purchased

800

5.0 USD

 

American

 

16/05/2025

 

Common

Call Option

Purchased

245,600

6.0 USD

 

American

 

18/07/2025

 

Common

Put Option

Purchased

-1,400

4.0 USD

 

American

 

16/01/2026

 

Common

Call Option

Purchased

200

6.0 USD

 

American

 

17/10/2025

 

Common

Call Option

Purchased

1,000,000

5.0 USD

 

American

 

20/06/2025

 

Common

Call Option

Sold

-100

7.0 USD

 

American

 

17/10/2025

 

Common

Call Option

Sold

-800

12.0 USD

 

American

 

16/01/2026

 

Common

Call Option

Sold

-400

3.0 USD

 

American

 

17/07/2026

 

Common

Call Option

Sold

-500

4.0 USD

 

American

 

16/01/2026

 

Common

Call Option

Sold

-29,400

8.0 USD

 

American

 

18/07/2025

 

Common

Call Option

Sold

-9,100

4.0 USD

 

American

 

17/10/2025

 

Common

Call Option

Sold

-3,400

10.0 USD

 

American

 

17/07/2026

 

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

-200

15.0 USD

 

American

 

16/01/2026

 

Common

Call Option

Sold

-200

3.0 USD

 

American

 

20/06/2025

 

Common

Call Option

Sold

-2,000

6.0 USD

 

American

 

20/06/2025

 

Common

Call Option

Sold

-118,400

7.0 USD

 

American

 

16/01/2026

 

Common

Call Option

Sold

-100

3.0 USD

 

American

 

17/10/2025

 

Common

Put Option

Sold

99,900

8.0 USD

 

American

 

20/06/2025

 

Common

Call Option

Sold

-9,500

4.0 USD

 

American

 

18/07/2025

 

Common

Call Option

Sold

-2,800

4.0 USD

 

American

 

20/06/2025

 

Common

Put Option

Sold

200

5.0 USD

 

American

 

18/07/2025

 

Common

Call Option

Sold

-127,400

5.0 USD

 

American

 

18/07/2025

 

Common

Call Option

Sold

-200

7.0 USD

 

American

 

18/07/2025

 

Common

Call Option

Sold

-36,100

5.0 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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