REG - Citadel Group Dowlais Group PLC American Axle & Mfg. - Form 8.3 - American Axle & Manufacturing Holdings
Tue 15:00
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RNS Number : 6571G Citadel Group 29 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 N/A
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.
(c) Name of offeror/offeree in relation to whose relevant securities this form AMERICAN AXLE MANUFACTURING HOLDINGS INC
relates:
Use a separate form for each offeror/offeree
(d) If an exempt fund manager connected with an offeror/offeree, state this N/A
and specify identity of offeror/offeree:
(e) Date position held/dealing undertaken: 28 April 2025
For an opening position disclosure, state the latest practicable date
prior to the disclosure
(f) In addition to the company in 1(c) above, is the discloser making YES
disclosures in respect of any other party to the offer?
DOWLAIS GROUP PLC
If it is a cash offer or possible cash offer, state "N/A"
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: ISIN US0240611030
Common Stock USD 0.01 common
Interests Short positions
Number % Number %
(1) Relevant securities owned and/or controlled: 738,879 0.62 18,102 0.01
(2) Cash-settled derivatives: 29,791 0.02 0 0.00
(3) Stock-settled derivatives (including options) and agreements to 2,121,100 1.79 386,400 0.32
purchase/sell:
2,889,770 2.44 404,502 0.34
TOTAL:
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 158 3.7200 USD
Common Buy Transaction 129 3.7355 USD
Common Buy Transaction 590 3.7400 USD
Common Buy Transaction 1,100 3.7405 USD
Common Buy Transaction 9,098 3.7442 USD
Common Buy Transaction 2,551 3.7450 USD
Common Buy Transaction 1,488 3.7460 USD
Common Buy Transaction 1,300 3.7477 USD
Common Buy Transaction 595 3.7484 USD
Common Buy Transaction 1,577 3.7500 USD
Common Buy Transaction 2,000 3.7505 USD
Common Buy Transaction 3,384 3.7506 USD
Common Buy Transaction 3,300 3.7506 USD
Common Buy Transaction 1,300 3.7508 USD
Common Buy Transaction 3,572 3.7508 USD
Common Buy Transaction 5,526 3.7511 USD
Common Buy Transaction 684 3.7515 USD
Common Buy Transaction 1,319 3.7517 USD
Common Buy Transaction 4,458 3.7518 USD
Common Buy Transaction 1 3.7529 USD
Common Buy Transaction 1,946 3.7532 USD
Common Buy Transaction 458 3.7534 USD
Common Buy Transaction 2,141 3.7546 USD
Common Buy Transaction 64 3.7548 USD
Common Buy Transaction 400 3.7550 USD
Common Buy Transaction 2,021 3.7550 USD
Common Buy Transaction 366 3.7562 USD
Common Buy Transaction 208 3.7571 USD
Common Buy Transaction 106 3.7575 USD
Common Buy Transaction 1,240 3.7594 USD
Common Buy Transaction 42,776 3.7600 USD
Common Buy Transaction 12,561 3.7602 USD
Common Buy Transaction 58,994 3.7606 USD
Common Buy Transaction 1,967 3.7609 USD
Common Buy Transaction 3,033 3.7609 USD
Common Buy Transaction 562 3.7615 USD
Common Buy Transaction 1,144 3.7617 USD
Common Buy Transaction 744 3.7626 USD
Common Buy Transaction 900 3.7633 USD
Common Buy Transaction 1,790 3.7640 USD
Common Buy Transaction 7,600 3.7650 USD
Common Buy Transaction 433 3.7654 USD
Common Buy Transaction 1,269 3.7655 USD
Common Buy Transaction 500 3.7660 USD
Common Buy Transaction 14,300 3.7668 USD
Common Buy Transaction 1,498 3.7673 USD
Common Buy Transaction 1,430 3.7674 USD
Common Buy Transaction 1,032 3.7685 USD
Common Buy Transaction 941 3.7687 USD
Common Buy Transaction 3,449 3.7692 USD
Common Buy Transaction 15,861 3.7697 USD
Common Buy Transaction 2,650 3.7700 USD
Common Buy Transaction 651 3.7704 USD
Common Buy Transaction 1,832 3.7705 USD
Common Buy Transaction 404 3.7713 USD
Common Buy Transaction 1,202 3.7717 USD
Common Buy Transaction 139 3.7744 USD
Common Buy Transaction 1,100 3.7755 USD
Common Buy Transaction 1,400 3.7800 USD
Common Buy Transaction 3,334 3.7898 USD
Common Buy Transaction 100 3.7900 USD
Common Buy Transaction 410 3.7919 USD
Common Buy Transaction 500 3.7940 USD
Common Buy Transaction 9,240 3.8000 USD
Common Buy Transaction 100 3.8100 USD
Common Buy Transaction 37 3.8200 USD
Common Buy Transaction 76 3.8250 USD
Common Buy Transaction 100 3.8300 USD
Common Buy Transaction 2,516 3.8304 USD
Common Buy Transaction 50 3.8318 USD
Common Buy Transaction 500 3.8400 USD
Common DVP Transaction 43 3.7500 USD
Common DVP Transaction 813 3.7573 USD
Common DVP Transaction 27,122 3.7600 USD
Common DVP Transaction 94 3.8150 USD
Common RVP Transaction 744 3.7500 USD
Common RVP Transaction 27,152 3.7600 USD
Common RVP Transaction 96 3.8139 USD
Common RVP Transaction 80 3.8200 USD
Common Sell Transaction 205 3.7300 USD
Common Sell Transaction 100 3.7350 USD
Common Sell Transaction 18,958 3.7371 USD
Common Sell Transaction 4,586 3.7376 USD
Common Sell Transaction 101 3.7381 USD
Common Sell Transaction 83 3.7392 USD
Common Sell Transaction 1,888 3.7400 USD
Common Sell Transaction 901 3.7402 USD
Common Sell Transaction 69 3.7403 USD
Common Sell Transaction 174 3.7439 USD
Common Sell Transaction 370 3.7444 USD
Common Sell Transaction 60 3.7450 USD
Common Sell Transaction 6,173 3.7451 USD
Common Sell Transaction 1,600 3.7453 USD
Common Sell Transaction 1,400 3.7457 USD
Common Sell Transaction 327 3.7460 USD
Common Sell Transaction 1,000 3.7460 USD
Common Sell Transaction 244 3.7463 USD
Common Sell Transaction 300 3.7467 USD
Common Sell Transaction 1,977 3.7475 USD
Common Sell Transaction 2,630 3.7481 USD
Common Sell Transaction 7 3.7486 USD
Common Sell Transaction 14 3.7493 USD
Common Sell Transaction 954 3.7499 USD
Common Sell Transaction 12,774 3.7500 USD
Common Sell Transaction 798 3.7501 USD
Common Sell Transaction 709 3.7506 USD
Common Sell Transaction 410 3.7510 USD
Common Sell Transaction 880 3.7510 USD
Common Sell Transaction 900 3.7511 USD
Common Sell Transaction 201 3.7518 USD
Common Sell Transaction 89 3.7521 USD
Common Sell Transaction 238 3.7527 USD
Common Sell Transaction 52 3.7537 USD
Common Sell Transaction 744 3.7542 USD
Common Sell Transaction 1,000 3.7550 USD
Common Sell Transaction 2,200 3.7559 USD
Common Sell Transaction 557 3.7560 USD
Common Sell Transaction 23 3.7561 USD
Common Sell Transaction 440 3.7564 USD
Common Sell Transaction 1,708 3.7564 USD
Common Sell Transaction 118 3.7569 USD
Common Sell Transaction 1,000 3.7580 USD
Common Sell Transaction 700 3.7586 USD
Common Sell Transaction 497 3.7589 USD
Common Sell Transaction 1,500 3.7597 USD
Common Sell Transaction 5,166 3.7599 USD
Common Sell Transaction 35,543 3.7600 USD
Common Sell Transaction 401 3.7602 USD
Common Sell Transaction 19,650 3.7603 USD
Common Sell Transaction 2,044 3.7608 USD
Common Sell Transaction 1,152 3.7609 USD
Common Sell Transaction 49,062 3.7610 USD
Common Sell Transaction 425 3.7630 USD
Common Sell Transaction 5,293 3.7634 USD
Common Sell Transaction 1,521 3.7648 USD
Common Sell Transaction 7,522 3.7650 USD
Common Sell Transaction 979 3.7655 USD
Common Sell Transaction 7,917 3.7666 USD
Common Sell Transaction 400 3.7675 USD
Common Sell Transaction 100 3.7689 USD
Common Sell Transaction 918 3.7690 USD
Common Sell Transaction 15 3.7693 USD
Common Sell Transaction 1,969 3.7697 USD
Common Sell Transaction 2,183 3.7700 USD
Common Sell Transaction 865 3.7704 USD
Common Sell Transaction 1,315 3.7723 USD
Common Sell Transaction 1,400 3.7732 USD
Common Sell Transaction 8,401 3.7735 USD
Common Sell Transaction 600 3.7775 USD
Common Sell Transaction 108 3.7800 USD
Common Sell Transaction 555 3.7814 USD
Common Sell Transaction 300 3.7833 USD
Common Sell Transaction 4,926 3.7836 USD
Common Sell Transaction 800 3.7850 USD
Common Sell Transaction 3,331 3.7851 USD
Common Sell Transaction 160 3.7887 USD
Common Sell Transaction 609 3.7896 USD
Common Sell Transaction 9,200 3.7900 USD
Common Sell Transaction 2,225 3.7935 USD
Common Sell Transaction 147 3.7944 USD
Common Sell Transaction 0 3.7957 USD
Common Sell Transaction 1,030 3.8035 USD
Common Sell Transaction 4,509 3.8044 USD
Common Sell Transaction 10 3.8050 USD
Common Sell Transaction 1 3.8077 USD
Common Sell Transaction 801 3.8200 USD
Common Sell Transaction 336 3.8250 USD
Common Sell Transaction 1,021 3.8278 USD
Common Sell Transaction 810 3.8300 USD
Common Sell Transaction 1,129 3.8329 USD
Common Sell Transaction 640 3.8334 USD
Common Sell Transaction 65 3.8338 USD
Common Sell Transaction 200 3.8350 USD
Common Sell Transaction 2,131 3.8381 USD
Common Sell Transaction 522 3.8394 USD
Common Sell Transaction 2,003 3.8400 USD
Common Sell Transaction 9,582 3.8401 USD
Common Sell Transaction 282 3.8418 USD
Common Sell Transaction 135 3.8437 USD
Common Sell Transaction 35 3.8449 USD
Common Sell Transaction 155 3.8490 USD
(b) Cash-settled derivative transactions
Class of relevant security Product description Nature of dealing Number of reference securities Price per unit
e.g. CFD e.g. opening/closing a long/short position, increasing/reducing a long/short
position
Common CFD Reducing long position 540 3.7596 USD
Common CFD Reducing long position 6,096 3.7596 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 Expiry date Option money paid/ received per unit
e.g. American, European etc.
Common Call Option Buy Transaction 25 4.0000 USD American 2025-Jul-18 0.3700 USD
Common Call Option Buy Transaction 15 3.0000 USD American 2025-May-16 0.9000 USD
Common Call Option Buy Transaction 10 3.0000 USD American 2025-Jul-18 0.9800 USD
(ii) Exercise
Class of relevant security Product description Exercising/ exercised against Number of securities Exercise price per unit
e.g. call option
(d) Other dealings (including subscribing for new securities)
Class of relevant security Nature of dealing Details Price per unit (if applicable)
e.g. subscription, conversion
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: 29 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
(http://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 AMERICAN AXLE MANUFACTURING HOLDINGS INC
disclosure relates:
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 Expiry date
e.g. American, European etc.
Common Call Option Purchased 5,000 5.0 USD American 20/06/2025
Common Call Option Purchased 200 6.0 USD American 17/10/2025
Common Call Option Purchased 150,000 4.0 USD American 20/06/2025
Common Call Option Purchased 300 8.0 USD American 20/06/2025
Common Put Option Purchased -1,300 5.0 USD American 16/05/2025
Common Call Option Purchased 700 10.0 USD American 18/07/2025
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 -400 4.0 USD American 16/05/2025
Common Call Option Purchased 600,000 6.0 USD American 18/07/2025
Common Call Option Purchased 2,300 7.0 USD American 20/06/2025
Common Put Option Purchased -300 5.0 USD American 17/10/2025
Common Call Option Purchased 800 5.0 USD American 17/10/2025
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 -700 7.0 USD American 18/07/2025
Common Put Option Purchased -900 5.0 USD American 17/07/2026
Common Call Option Purchased 1,000,000 5.0 USD American 20/06/2025
Common Call Option Purchased 3,500 4.0 USD American 16/05/2025
Common Call Option Purchased 2,500 10.0 USD American 16/01/2026
Common Call Option Purchased 900 3.0 USD American 18/07/2025
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 Put Option Purchased -8,400 5.0 USD American 16/01/2026
Common Call Option Purchased 7,800 5.0 USD American 16/01/2026
Common Put Option Purchased -13,000 3.0 USD American 16/01/2026
Common Put Option Purchased -1,400 4.0 USD American 16/01/2026
Common Call Option Purchased 600 3.0 USD American 16/05/2025
Common Call Option Sold -2,500 4.0 USD American 17/07/2026
Common Call Option Sold -200 3.0 USD American 20/06/2025
Common Call Option Sold -200 15.0 USD American 16/01/2026
Common Call Option Sold -9,100 4.0 USD American 17/10/2025
Common Call Option Sold -800 12.0 USD American 16/01/2026
Common Call Option Sold -36,100 5.0 USD American 17/07/2026
Common Put Option Sold 200 5.0 USD American 18/07/2025
Common Call Option Sold -500 3.0 USD American 17/07/2026
Common Put Option Sold 99,900 8.0 USD American 20/06/2025
Common Call Option Sold -29,400 8.0 USD American 18/07/2025
Common Call Option Sold -9,500 4.0 USD American 18/07/2025
Common Call Option Sold -2,000 6.0 USD American 20/06/2025
Common Call Option Sold -100 3.0 USD American 17/10/2025
Common Call Option Sold -131,200 5.0 USD American 18/07/2025
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 -100 7.0 USD American 17/10/2025
Common Call Option Sold -500 4.0 USD American 16/01/2026
Common Call Option Sold -1,400 3.0 USD American 16/01/2026
Common Call Option Sold -3,400 10.0 USD American 17/07/2026
Common Call Option Sold -200 7.0 USD American 18/07/2025
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
(http://www.thetakeoverpanel.org.uk) .
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