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RNS Number : 6206M Citadel Group 12 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: 11 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: 1,811,763 1.52 0 0.00
(2) Cash-settled derivatives: 604,435 0.50 0 0.00
(3) Stock-settled derivatives (including options) and agreements to 989,800 0.83 1,001,600 0.84
purchase/sell:
3,405,998 2.87 1,001,600 0.84
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 608 4.4000 USD
Common Buy Transaction 6 4.4017 USD
Common Buy Transaction 100 4.4050 USD
Common Buy Transaction 515 4.4090 USD
Common Buy Transaction 800 4.4100 USD
Common Buy Transaction 10,000 4.4200 USD
Common Buy Transaction 626 4.4253 USD
Common Buy Transaction 2,113 4.4261 USD
Common Buy Transaction 800 4.4262 USD
Common Buy Transaction 809 4.4300 USD
Common Buy Transaction 185 4.4346 USD
Common Buy Transaction 395 4.4347 USD
Common Buy Transaction 6,323 4.4380 USD
Common Buy Transaction 506 4.4430 USD
Common Buy Transaction 1,677 4.4433 USD
Common Buy Transaction 751 4.4479 USD
Common Buy Transaction 185 4.4500 USD
Common Buy Transaction 564 4.4504 USD
Common Buy Transaction 941 4.4511 USD
Common Buy Transaction 22,150 4.4512 USD
Common Buy Transaction 709 4.4515 USD
Common Buy Transaction 1,246 4.4522 USD
Common Buy Transaction 692 4.4530 USD
Common Buy Transaction 600 4.4550 USD
Common Buy Transaction 12,499 4.4632 USD
Common Buy Transaction 100 4.4650 USD
Common Buy Transaction 187 4.4653 USD
Common Buy Transaction 2,032 4.4706 USD
Common Buy Transaction 852 4.4724 USD
Common Buy Transaction 6,753 4.4728 USD
Common Buy Transaction 1,361 4.4750 USD
Common Buy Transaction 652 4.4763 USD
Common Buy Transaction 3,447 4.4773 USD
Common Buy Transaction 920 4.4785 USD
Common Buy Transaction 165 4.4793 USD
Common Buy Transaction 5 4.4800 USD
Common Buy Transaction 1,123 4.4812 USD
Common Buy Transaction 17,402 4.4858 USD
Common Buy Transaction 2,350 4.4864 USD
Common Buy Transaction 836 4.4876 USD
Common Buy Transaction 34 4.4891 USD
Common Buy Transaction 2,038 4.4900 USD
Common Buy Transaction 2,920 4.4928 USD
Common Buy Transaction 6,173 4.4940 USD
Common Buy Transaction 1,140 4.4952 USD
Common Buy Transaction 1,016 4.4955 USD
Common Buy Transaction 3,279 4.4973 USD
Common Buy Transaction 800 4.4988 USD
Common Buy Transaction 1,001 4.4991 USD
Common Buy Transaction 524 4.4996 USD
Common Buy Transaction 1,292 4.5000 USD
Common Buy Transaction 800 4.5025 USD
Common Buy Transaction 1,920 4.5030 USD
Common Buy Transaction 3,409 4.5049 USD
Common Buy Transaction 8 4.5050 USD
Common Buy Transaction 245 4.5061 USD
Common Buy Transaction 629 4.5073 USD
Common Buy Transaction 539 4.5077 USD
Common Buy Transaction 500 4.5080 USD
Common Buy Transaction 5,361 4.5099 USD
Common Buy Transaction 1,000 4.5100 USD
Common Buy Transaction 1,225 4.5105 USD
Common Buy Transaction 1,618 4.5115 USD
Common Buy Transaction 12 4.5117 USD
Common Buy Transaction 4,348 4.5120 USD
Common Buy Transaction 49,108 4.5129 USD
Common Buy Transaction 1,491 4.5134 USD
Common Buy Transaction 1,421 4.5137 USD
Common Buy Transaction 5,000 4.5148 USD
Common Buy Transaction 14,979 4.5150 USD
Common Buy Transaction 10 4.5150 USD
Common Buy Transaction 4,593 4.5163 USD
Common Buy Transaction 1,200 4.5167 USD
Common Buy Transaction 7,612 4.5200 USD
Common Buy Transaction 15,405 4.5205 USD
Common Buy Transaction 13 4.5208 USD
Common Buy Transaction 250 4.5208 USD
Common Buy Transaction 1,114 4.5209 USD
Common Buy Transaction 2,556 4.5213 USD
Common Buy Transaction 1,200 4.5217 USD
Common Buy Transaction 2,590 4.5250 USD
Common Buy Transaction 606 4.5250 USD
Common Buy Transaction 61 4.5267 USD
Common Buy Transaction 500 4.5270 USD
Common Buy Transaction 1 4.5271 USD
Common Buy Transaction 407 4.5295 USD
Common Buy Transaction 712 4.5297 USD
Common Buy Transaction 63,817 4.5300 USD
Common Buy Transaction 1,300 4.5304 USD
Common Buy Transaction 78 4.5309 USD
Common Buy Transaction 900 4.5333 USD
Common Buy Transaction 1,500 4.5337 USD
Common Buy Transaction 7,668 4.5339 USD
Common Buy Transaction 400 4.5350 USD
Common Buy Transaction 864 4.5400 USD
Common Buy Transaction 600 4.5433 USD
Common Buy Transaction 4,600 4.5439 USD
Common Buy Transaction 31,227 4.5454 USD
Common Buy Transaction 46,077 4.5467 USD
Common Buy Transaction 7,158 4.5495 USD
Common Buy Transaction 1,246 4.5500 USD
Common Buy Transaction 504 4.5502 USD
Common Buy Transaction 1,386 4.5535 USD
Common Buy Transaction 2,304 4.5583 USD
Common Buy Transaction 658 4.5600 USD
Common Buy Transaction 154 4.5700 USD
Common Buy Transaction 9,500 4.5704 USD
Common DVP Transaction 1 4.5100 USD
Common DVP Transaction 11,568 4.5200 USD
Common DVP Transaction 58,636 4.5300 USD
Common DVP Transaction 7,490 4.5350 USD
Common DVP Transaction 151 4.5350 USD
Common DVP Transaction 47 4.5351 USD
Common DVP Transaction 39 4.5351 USD
Common DVP Transaction 100 4.5700 USD
Common RVP Transaction 1 4.5100 USD
Common RVP Transaction 11,568 4.5200 USD
Common RVP Transaction 58,636 4.5300 USD
Common RVP Transaction 7,727 4.5350 USD
Common RVP Transaction 100 4.5700 USD
Common Sell Transaction 11,549 4.4000 USD
Common Sell Transaction 622 4.4029 USD
Common Sell Transaction 4,039 4.4032 USD
Common Sell Transaction 1,300 4.4038 USD
Common Sell Transaction 609 4.4099 USD
Common Sell Transaction 1,108 4.4100 USD
Common Sell Transaction 848 4.4126 USD
Common Sell Transaction 226 4.4184 USD
Common Sell Transaction 400 4.4188 USD
Common Sell Transaction 410 4.4196 USD
Common Sell Transaction 600 4.4200 USD
Common Sell Transaction 30 4.4250 USD
Common Sell Transaction 54 4.4300 USD
Common Sell Transaction 926 4.4450 USD
Common Sell Transaction 13 4.4550 USD
Common Sell Transaction 400 4.4575 USD
Common Sell Transaction 1,201 4.4650 USD
Common Sell Transaction 100 4.4651 USD
Common Sell Transaction 3,104 4.4653 USD
Common Sell Transaction 161 4.4671 USD
Common Sell Transaction 600 4.4700 USD
Common Sell Transaction 2,680 4.4717 USD
Common Sell Transaction 1,303 4.4737 USD
Common Sell Transaction 800 4.4750 USD
Common Sell Transaction 2,283 4.4753 USD
Common Sell Transaction 7,819 4.4754 USD
Common Sell Transaction 1,300 4.4769 USD
Common Sell Transaction 924 4.4788 USD
Common Sell Transaction 789 4.4792 USD
Common Sell Transaction 1,580 4.4798 USD
Common Sell Transaction 1,891 4.4855 USD
Common Sell Transaction 3,499 4.4866 USD
Common Sell Transaction 1,830 4.4870 USD
Common Sell Transaction 281 4.4883 USD
Common Sell Transaction 84 4.4900 USD
Common Sell Transaction 300 4.4903 USD
Common Sell Transaction 3,010 4.4904 USD
Common Sell Transaction 4,800 4.4904 USD
Common Sell Transaction 4,289 4.4910 USD
Common Sell Transaction 2,079 4.4914 USD
Common Sell Transaction 1,677 4.4918 USD
Common Sell Transaction 1,369 4.4920 USD
Common Sell Transaction 19,032 4.4920 USD
Common Sell Transaction 600 4.4933 USD
Common Sell Transaction 45 4.4951 USD
Common Sell Transaction 1,000 4.4960 USD
Common Sell Transaction 1,300 4.4962 USD
Common Sell Transaction 1,800 4.4989 USD
Common Sell Transaction 1,464 4.5000 USD
Common Sell Transaction 340 4.5004 USD
Common Sell Transaction 653 4.5017 USD
Common Sell Transaction 13,067 4.5037 USD
Common Sell Transaction 1,600 4.5056 USD
Common Sell Transaction 1,096 4.5083 USD
Common Sell Transaction 92 4.5091 USD
Common Sell Transaction 27,908 4.5092 USD
Common Sell Transaction 4,014 4.5094 USD
Common Sell Transaction 435 4.5100 USD
Common Sell Transaction 521 4.5115 USD
Common Sell Transaction 2,800 4.5132 USD
Common Sell Transaction 11 4.5150 USD
Common Sell Transaction 1,730 4.5153 USD
Common Sell Transaction 1,441 4.5162 USD
Common Sell Transaction 816 4.5173 USD
Common Sell Transaction 2,506 4.5176 USD
Common Sell Transaction 433 4.5183 USD
Common Sell Transaction 779 4.5192 USD
Common Sell Transaction 1,052 4.5192 USD
Common Sell Transaction 2,200 4.5195 USD
Common Sell Transaction 8,996 4.5200 USD
Common Sell Transaction 921 4.5205 USD
Common Sell Transaction 153 4.5222 USD
Common Sell Transaction 402 4.5225 USD
Common Sell Transaction 4,799 4.5241 USD
Common Sell Transaction 208 4.5256 USD
Common Sell Transaction 26 4.5262 USD
Common Sell Transaction 854 4.5262 USD
Common Sell Transaction 1,194 4.5264 USD
Common Sell Transaction 840 4.5280 USD
Common Sell Transaction 2,034 4.5287 USD
Common Sell Transaction 20 4.5290 USD
Common Sell Transaction 432 4.5294 USD
Common Sell Transaction 3,574 4.5299 USD
Common Sell Transaction 63,111 4.5300 USD
Common Sell Transaction 399 4.5306 USD
Common Sell Transaction 167 4.5307 USD
Common Sell Transaction 4,314 4.5322 USD
Common Sell Transaction 340 4.5326 USD
Common Sell Transaction 2,474 4.5333 USD
Common Sell Transaction 10,030 4.5350 USD
Common Sell Transaction 122 4.5364 USD
Common Sell Transaction 9,900 4.5368 USD
Common Sell Transaction 9,465 4.5378 USD
Common Sell Transaction 2,256 4.5380 USD
Common Sell Transaction 10 4.5390 USD
Common Sell Transaction 6,072 4.5391 USD
Common Sell Transaction 1,939 4.5391 USD
Common Sell Transaction 1,000 4.5399 USD
Common Sell Transaction 1,215 4.5400 USD
Common Sell Transaction 452 4.5413 USD
Common Sell Transaction 132 4.5420 USD
Common Sell Transaction 615 4.5423 USD
Common Sell Transaction 56,312 4.5423 USD
Common Sell Transaction 308 4.5440 USD
Common Sell Transaction 900 4.5450 USD
Common Sell Transaction 31,227 4.5454 USD
Common Sell Transaction 170 4.5459 USD
Common Sell Transaction 300 4.5467 USD
Common Sell Transaction 4,269 4.5500 USD
Common Sell Transaction 554 4.5508 USD
Common Sell Transaction 2,281 4.5508 USD
Common Sell Transaction 424 4.5511 USD
Common Sell Transaction 951 4.5514 USD
Common Sell Transaction 21,577 4.5516 USD
Common Sell Transaction 2,780 4.5529 USD
Common Sell Transaction 750 4.5533 USD
Common Sell Transaction 3,790 4.5542 USD
Common Sell Transaction 540 4.5543 USD
Common Sell Transaction 219 4.5546 USD
Common Sell Transaction 8 4.5575 USD
Common Sell Transaction 2,065 4.5585 USD
Common Sell Transaction 1,667 4.5596 USD
Common Sell Transaction 149 4.5600 USD
Common Sell Transaction 40 4.5650 USD
Common Sell Transaction 337 4.5700 USD
Common Sell Transaction 201 4.5750 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 9,181 4.5323 USD
Common CFD Reducing long position 15,017 4.5518 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 DVP Transaction 1 5.0000 USD American 2025-Jul-18 0.2000 USD
Common Call Option DVP Transaction 2 10.0000 USD American 2026-Jul-17 0.3900 USD
Common Call Option RVP Transaction 1 5.0000 USD American 2025-Jul-18 0.2000 USD
Common Call Option RVP Transaction 2 10.0000 USD American 2026-Jul-17 0.3900 USD
Common Put Option Sell Transaction 1 3.0000 USD American 2025-Oct-17 0.1700 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: 12 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 2,600 10.0 USD American 16/01/2026
Common Call Option Purchased 1,000 3.0 USD American 18/07/2025
Common Call Option Purchased 300 2.0 USD American 17/10/2025
Common Call Option Purchased 200 8.0 USD American 20/06/2025
Common Call Option Purchased 200 6.0 USD American 17/10/2025
Common Put Option Purchased -100 7.0 USD American 17/10/2025
Common Put Option Purchased -8,500 5.0 USD American 16/01/2026
Common Put Option Purchased -700 7.0 USD American 18/07/2025
Common Call Option Purchased 300 15.0 USD American 16/01/2026
Common Put Option Purchased -300 5.0 USD American 17/10/2025
Common Put Option Purchased -1,600 4.0 USD American 16/01/2026
Common Call Option Purchased 256,200 6.0 USD American 18/07/2025
Common Put Option Purchased -6,000 4.0 USD American 18/07/2025
Common Put Option Purchased -7,200 3.0 USD American 18/07/2025
Common Call Option Purchased 2,000 7.0 USD American 20/06/2025
Common Call Option Purchased 600,000 6.0 USD American 18/07/2025
Common Put Option Purchased -8,100 4.0 USD American 20/06/2025
Common Call Option Purchased 900 6.0 USD American 20/06/2025
Common Call Option Purchased 700 10.0 USD American 18/07/2025
Common Call Option Purchased 9,200 5.0 USD American 16/01/2026
Common Put Option Purchased -6,300 5.0 USD American 20/06/2025
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 14,000 4.0 USD American 17/10/2025
Common Call Option Sold -300 6.0 USD American 16/01/2026
Common Call Option Sold -3,500 5.0 USD American 20/06/2025
Common Call Option Sold -1,100 7.0 USD American 17/07/2026
Common Call Option Sold -9,700 4.0 USD American 18/07/2025
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 -800 12.0 USD American 16/01/2026
Common Call Option Sold -2,000 3.0 USD American 17/10/2025
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 Put Option Sold 98,900 8.0 USD American 20/06/2025
Common Call Option Sold -300 3.0 USD American 17/07/2026
Common Put Option Sold 100 5.0 USD American 18/07/2025
Common Call Option Sold -1,400 3.0 USD American 16/01/2026
Common Call Option Sold -300 4.0 USD American 20/06/2025
Common Call Option Sold -643,700 5.0 USD American 18/07/2025
Common Call Option Sold -500 4.0 USD American 16/01/2026
Common Call Option Sold -117,900 7.0 USD American 16/01/2026
Common Call Option Sold -29,400 8.0 USD American 18/07/2025
Common Put Option Sold 3,100 3.0 USD American 17/10/2025
Common Put Option Sold 100 3.0 USD American 20/06/2025
Common Call Option Sold -200 7.0 USD American 18/07/2025
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
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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