REG - Citadel Group Dowlais Group PLC American Axle & Mfg. - Form 8.3 - American Axle & Manufacturing Holdings
11/06/2025 15:00
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RNS Number : 4071M Citadel Group 11 June 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: 10 June 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: 1,814,092 1.52 9,008 0.00
(2) Cash-settled derivatives: 628,633 0.52 0 0.00
(3) Stock-settled derivatives (including options) and agreements to 989,700 0.83 1,001,600 0.84
purchase/sell:
3,432,425 2.89 1,010,608 0.85
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 200 4.2300 USD
Common Buy Transaction 253 4.2500 USD
Common Buy Transaction 164 4.2539 USD
Common Buy Transaction 200 4.2600 USD
Common Buy Transaction 878 4.2709 USD
Common Buy Transaction 45 4.2751 USD
Common Buy Transaction 360 4.2778 USD
Common Buy Transaction 1,357 4.2800 USD
Common Buy Transaction 628 4.2806 USD
Common Buy Transaction 400 4.2825 USD
Common Buy Transaction 1,785 4.2931 USD
Common Buy Transaction 546 4.2980 USD
Common Buy Transaction 3,617 4.3100 USD
Common Buy Transaction 3,000 4.3160 USD
Common Buy Transaction 171 4.3200 USD
Common Buy Transaction 1,200 4.3233 USD
Common Buy Transaction 10 4.3250 USD
Common Buy Transaction 1,186 4.3327 USD
Common Buy Transaction 3,696 4.3400 USD
Common Buy Transaction 971 4.3401 USD
Common Buy Transaction 1,800 4.3489 USD
Common Buy Transaction 407 4.3494 USD
Common Buy Transaction 6,510 4.3500 USD
Common Buy Transaction 588 4.3545 USD
Common Buy Transaction 200 4.3550 USD
Common Buy Transaction 2,229 4.3553 USD
Common Buy Transaction 2,277 4.3554 USD
Common Buy Transaction 300 4.3567 USD
Common Buy Transaction 1,405 4.3594 USD
Common Buy Transaction 1,084 4.3600 USD
Common Buy Transaction 604 4.3603 USD
Common Buy Transaction 217 4.3608 USD
Common Buy Transaction 2,674 4.3614 USD
Common Buy Transaction 30 4.3633 USD
Common Buy Transaction 1,363 4.3658 USD
Common Buy Transaction 6,541 4.3678 USD
Common Buy Transaction 2,157 4.3691 USD
Common Buy Transaction 573 4.3692 USD
Common Buy Transaction 2,404 4.3700 USD
Common Buy Transaction 10,140 4.3731 USD
Common Buy Transaction 560 4.3754 USD
Common Buy Transaction 861 4.3775 USD
Common Buy Transaction 522 4.3782 USD
Common Buy Transaction 600 4.3783 USD
Common Buy Transaction 7,753 4.3792 USD
Common Buy Transaction 6,030 4.3793 USD
Common Buy Transaction 2,629 4.3800 USD
Common Buy Transaction 3,621 4.3803 USD
Common Buy Transaction 1 4.3811 USD
Common Buy Transaction 400 4.3813 USD
Common Buy Transaction 317 4.3821 USD
Common Buy Transaction 9,621 4.3833 USD
Common Buy Transaction 300 4.3833 USD
Common Buy Transaction 14,863 4.3836 USD
Common Buy Transaction 10 4.3850 USD
Common Buy Transaction 300 4.3867 USD
Common Buy Transaction 1,600 4.3887 USD
Common Buy Transaction 4,570 4.3900 USD
Common Buy Transaction 104 4.3904 USD
Common Buy Transaction 69 4.3917 USD
Common Buy Transaction 34,135 4.3942 USD
Common Buy Transaction 700 4.3943 USD
Common Buy Transaction 3,678 4.3943 USD
Common Buy Transaction 278 4.3952 USD
Common Buy Transaction 382 4.3964 USD
Common Buy Transaction 23,788 4.3972 USD
Common Buy Transaction 1,300 4.3992 USD
Common Buy Transaction 565 4.3995 USD
Common Buy Transaction 5,342 4.3999 USD
Common Buy Transaction 6,529 4.4000 USD
Common Buy Transaction 400 4.4025 USD
Common Buy Transaction 1,249 4.4032 USD
Common Buy Transaction 105 4.4043 USD
Common Buy Transaction 100 4.4050 USD
Common Buy Transaction 1,500 4.4053 USD
Common Buy Transaction 60 4.4062 USD
Common Buy Transaction 3,366 4.4098 USD
Common Buy Transaction 32,535 4.4100 USD
Common Buy Transaction 49 4.4108 USD
Common Buy Transaction 299 4.4109 USD
Common Buy Transaction 94 4.4115 USD
Common Buy Transaction 579 4.4148 USD
Common Buy Transaction 200 4.4150 USD
Common Buy Transaction 1 4.4173 USD
Common Buy Transaction 4 4.4175 USD
Common Buy Transaction 1,500 4.4190 USD
Common Buy Transaction 3,506 4.4197 USD
Common Buy Transaction 1,536 4.4200 USD
Common Buy Transaction 3,025 4.4210 USD
Common Buy Transaction 712 4.4237 USD
Common Buy Transaction 461 4.4244 USD
Common Buy Transaction 1,100 4.4250 USD
Common Buy Transaction 2,558 4.4260 USD
Common Buy Transaction 106 4.4277 USD
Common Buy Transaction 110 4.4282 USD
Common Buy Transaction 1,100 4.4290 USD
Common Buy Transaction 593 4.4290 USD
Common Buy Transaction 2,360 4.4293 USD
Common Buy Transaction 359 4.4300 USD
Common DVP Transaction 45 4.2750 USD
Common DVP Transaction 570 4.2950 USD
Common DVP Transaction 5,481 4.3100 USD
Common DVP Transaction 100 4.3750 USD
Common DVP Transaction 21 4.3800 USD
Common DVP Transaction 63 4.3846 USD
Common DVP Transaction 130 4.3947 USD
Common DVP Transaction 112 4.3981 USD
Common DVP Transaction 39 4.4000 USD
Common DVP Transaction 30 4.4050 USD
Common DVP Transaction 29,452 4.4100 USD
Common DVP Transaction 69 4.4113 USD
Common DVP Transaction 78 4.4151 USD
Common DVP Transaction 225 4.4189 USD
Common RVP Transaction 45 4.2750 USD
Common RVP Transaction 570 4.2950 USD
Common RVP Transaction 5,481 4.3100 USD
Common RVP Transaction 100 4.3750 USD
Common RVP Transaction 767 4.4053 USD
Common RVP Transaction 29,452 4.4100 USD
Common Sell Transaction 1,000 4.2390 USD
Common Sell Transaction 5 4.2400 USD
Common Sell Transaction 110 4.2500 USD
Common Sell Transaction 246 4.2545 USD
Common Sell Transaction 1,406 4.2600 USD
Common Sell Transaction 200 4.2650 USD
Common Sell Transaction 571 4.2681 USD
Common Sell Transaction 602 4.2698 USD
Common Sell Transaction 1,551 4.2700 USD
Common Sell Transaction 3 4.2900 USD
Common Sell Transaction 570 4.2950 USD
Common Sell Transaction 200 4.3000 USD
Common Sell Transaction 4,554 4.3214 USD
Common Sell Transaction 200 4.3250 USD
Common Sell Transaction 800 4.3350 USD
Common Sell Transaction 111 4.3363 USD
Common Sell Transaction 130 4.3390 USD
Common Sell Transaction 985 4.3399 USD
Common Sell Transaction 1,015 4.3400 USD
Common Sell Transaction 756 4.3490 USD
Common Sell Transaction 2,000 4.3505 USD
Common Sell Transaction 500 4.3560 USD
Common Sell Transaction 2,166 4.3586 USD
Common Sell Transaction 200 4.3600 USD
Common Sell Transaction 933 4.3631 USD
Common Sell Transaction 2,655 4.3647 USD
Common Sell Transaction 300 4.3667 USD
Common Sell Transaction 2,727 4.3685 USD
Common Sell Transaction 713 4.3689 USD
Common Sell Transaction 6,521 4.3695 USD
Common Sell Transaction 1,658 4.3700 USD
Common Sell Transaction 800 4.3712 USD
Common Sell Transaction 3,406 4.3741 USD
Common Sell Transaction 6,690 4.3767 USD
Common Sell Transaction 1,003 4.3778 USD
Common Sell Transaction 118 4.3785 USD
Common Sell Transaction 1,009 4.3786 USD
Common Sell Transaction 10 4.3790 USD
Common Sell Transaction 892 4.3795 USD
Common Sell Transaction 1,901 4.3795 USD
Common Sell Transaction 1,098 4.3800 USD
Common Sell Transaction 1,319 4.3803 USD
Common Sell Transaction 2,329 4.3807 USD
Common Sell Transaction 4,334 4.3811 USD
Common Sell Transaction 25,003 4.3816 USD
Common Sell Transaction 1,200 4.3833 USD
Common Sell Transaction 5,600 4.3850 USD
Common Sell Transaction 1,958 4.3853 USD
Common Sell Transaction 3,617 4.3861 USD
Common Sell Transaction 2,131 4.3862 USD
Common Sell Transaction 7,008 4.3882 USD
Common Sell Transaction 6,051 4.3882 USD
Common Sell Transaction 578 4.3894 USD
Common Sell Transaction 2,149 4.3900 USD
Common Sell Transaction 4,250 4.3928 USD
Common Sell Transaction 2,104 4.3930 USD
Common Sell Transaction 1,429 4.3935 USD
Common Sell Transaction 522 4.3940 USD
Common Sell Transaction 82 4.3957 USD
Common Sell Transaction 750 4.3960 USD
Common Sell Transaction 1,150 4.3971 USD
Common Sell Transaction 1,329 4.3974 USD
Common Sell Transaction 2,392 4.3980 USD
Common Sell Transaction 345 4.3994 USD
Common Sell Transaction 2,053 4.4000 USD
Common Sell Transaction 4,184 4.4023 USD
Common Sell Transaction 20,456 4.4060 USD
Common Sell Transaction 1 4.4061 USD
Common Sell Transaction 300 4.4067 USD
Common Sell Transaction 800 4.4075 USD
Common Sell Transaction 12,354 4.4089 USD
Common Sell Transaction 33,054 4.4100 USD
Common Sell Transaction 31,250 4.4105 USD
Common Sell Transaction 5,543 4.4109 USD
Common Sell Transaction 869 4.4113 USD
Common Sell Transaction 3,343 4.4116 USD
Common Sell Transaction 1,600 4.4119 USD
Common Sell Transaction 111 4.4123 USD
Common Sell Transaction 29,405 4.4149 USD
Common Sell Transaction 5 4.4160 USD
Common Sell Transaction 115 4.4165 USD
Common Sell Transaction 1,359 4.4188 USD
Common Sell Transaction 362 4.4194 USD
Common Sell Transaction 7,773 4.4200 USD
Common Sell Transaction 424 4.4224 USD
Common Sell Transaction 5,200 4.4244 USD
Common Sell Transaction 7,778 4.4249 USD
Common Sell Transaction 3,296 4.4254 USD
Common Sell Transaction 1,494 4.4299 USD
Common Sell Transaction 273 4.4300 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 200 4.2500 USD
Common CFD Reducing long position 441 4.3950 USD
Common CFD Reducing long position 23,399 4.4081 USD
Common CFD Reducing long position 1,919 4.4168 USD
Common CFD Reducing long position 900 4.4250 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 Put Option Buy Transaction 1 4.0000 USD American 2026-Jan-16 0.6000 USD
Common Call Option Buy Transaction 1 4.0000 USD American 2025-Oct-17 0.9000 USD
Common Call Option DVP Transaction 1 6.0000 USD American 2025-Jun-20 0.0300 USD
Common Put Option DVP Transaction 2 4.0000 USD American 2025-Jun-20 0.1000 USD
Common Put Option DVP Transaction 1 4.0000 USD American 2026-Jan-16 0.6000 USD
Common Call Option DVP Transaction 1 4.0000 USD American 2025-Oct-17 0.9000 USD
Common Call Option RVP Transaction 1 6.0000 USD American 2025-Jun-20 0.0300 USD
Common Put Option RVP Transaction 2 4.0000 USD American 2025-Jun-20 0.1000 USD
Common Put Option RVP Transaction 1 4.0000 USD American 2026-Jan-16 0.6000 USD
Common Call Option RVP Transaction 1 4.0000 USD American 2025-Oct-17 0.9000 USD
Common Call Option Sell Transaction 1 6.0000 USD American 2025-Jun-20 0.0300 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: 11 June 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 Put Option Purchased -200 6.0 USD American 16/01/2026
Common Call Option Purchased 300 15.0 USD American 16/01/2026
Common Call Option Purchased 14,000 4.0 USD American 17/10/2025
Common Put Option Purchased -13,000 3.0 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 -6,000 4.0 USD American 18/07/2025
Common Put Option Purchased -300 5.0 USD American 17/10/2025
Common Call Option Purchased 300 2.0 USD American 17/10/2025
Common Put Option Purchased -100 7.0 USD American 17/10/2025
Common Call Option Purchased 900 6.0 USD American 20/06/2025
Common Put Option Purchased -8,500 5.0 USD American 16/01/2026
Common Put Option Purchased -6,300 5.0 USD American 20/06/2025
Common Call Option Purchased 9,200 5.0 USD American 16/01/2026
Common Call Option Purchased 1,000 3.0 USD American 18/07/2025
Common Put Option Purchased -7,200 3.0 USD American 18/07/2025
Common Call Option Purchased 256,200 6.0 USD American 18/07/2025
Common Put Option Purchased -8,100 4.0 USD American 20/06/2025
Common Put Option Purchased -1,600 4.0 USD American 16/01/2026
Common Call Option Purchased 200 6.0 USD American 17/10/2025
Common Call Option Purchased 600,000 6.0 USD American 18/07/2025
Common Call Option Purchased 2,600 10.0 USD American 16/01/2026
Common Call Option Purchased 200 8.0 USD American 20/06/2025
Common Put Option Purchased -700 7.0 USD American 18/07/2025
Common Call Option Purchased 2,000 7.0 USD American 20/06/2025
Common Call Option Sold -1,100 7.0 USD American 17/07/2026
Common Call Option Sold -117,900 7.0 USD American 16/01/2026
Common Call Option Sold -200 7.0 USD American 18/07/2025
Common Call Option Sold -800 12.0 USD American 16/01/2026
Common Call Option Sold -300 4.0 USD American 20/06/2025
Common Call Option Sold -2,400 10.0 USD American 17/07/2026
Common Call Option Sold -36,000 5.0 USD American 17/07/2026
Common Call Option Sold -300 6.0 USD American 16/01/2026
Common Call Option Sold -500 4.0 USD American 16/01/2026
Common Put Option Sold 3,000 3.0 USD American 17/10/2025
Common Call Option Sold -9,700 4.0 USD American 18/07/2025
Common Put Option Sold 100 5.0 USD American 18/07/2025
Common Put Option Sold 98,900 8.0 USD American 20/06/2025
Common Call Option Sold -29,400 8.0 USD American 18/07/2025
Common Call Option Sold -643,700 5.0 USD American 18/07/2025
Common Put Option Sold 100 3.0 USD American 20/06/2025
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 -100 2.0 USD American 17/07/2026
Common Call Option Sold -96,400 5.0 USD American 17/10/2025
Common Call Option Sold -1,400 3.0 USD American 16/01/2026
Common Call Option Sold -300 3.0 USD American 17/07/2026
Common Call Option Sold -3,500 5.0 USD American 20/06/2025
Common Call Option Sold -2,000 3.0 USD American 17/10/2025
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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