REG - Citadel Group Dowlais Group PLC American Axle & Mfg. - Form 8.3 - AMERICAN AXLE MANUFACTURING HOLDINGS
Yesterday 15:00
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RNS Number : 2030O Citadel Group 24 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: 23 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: 1,891,946 1.59 248,410 0.20
(2) Cash-settled derivatives: 434,504 0.36 0 0.00
(3) Stock-settled derivatives (including options) and agreements to 978,900 0.82 1,177,000 0.99
purchase/sell:
3,305,350 2.78 1,425,410 1.20
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 1,293 3.9799 USD
Common Buy Transaction 432 3.9800 USD
Common Buy Transaction 4,241 3.9838 USD
Common Buy Transaction 300 3.9900 USD
Common Buy Transaction 7,371 3.9912 USD
Common Buy Transaction 152 3.9947 USD
Common Buy Transaction 3,914 3.9957 USD
Common Buy Transaction 274 4.0000 USD
Common Buy Transaction 1,200 4.0010 USD
Common Buy Transaction 1,509 4.0045 USD
Common Buy Transaction 4,394 4.0059 USD
Common Buy Transaction 110 4.0100 USD
Common Buy Transaction 4,374 4.0182 USD
Common Buy Transaction 193,796 4.0200 USD
Common Buy Transaction 4,894 4.0214 USD
Common Buy Transaction 293 4.0260 USD
Common Buy Transaction 143,882 4.0278 USD
Common Buy Transaction 2,106 4.0287 USD
Common Buy Transaction 1,995 4.0287 USD
Common Buy Transaction 192 4.0300 USD
Common Buy Transaction 25 4.0320 USD
Common Buy Transaction 2,200 4.0334 USD
Common Buy Transaction 500 4.0340 USD
Common Buy Transaction 200 4.0350 USD
Common Buy Transaction 29,319 4.0393 USD
Common Buy Transaction 40,594 4.0414 USD
Common Buy Transaction 242 4.0417 USD
Common Buy Transaction 800 4.0425 USD
Common Buy Transaction 2,940 4.0441 USD
Common Buy Transaction 6,100 4.0450 USD
Common Buy Transaction 3,037 4.0472 USD
Common Buy Transaction 890 4.0498 USD
Common Buy Transaction 1,280 4.0503 USD
Common Buy Transaction 35 4.0517 USD
Common Buy Transaction 880 4.0523 USD
Common Buy Transaction 688 4.0537 USD
Common Buy Transaction 1 4.0538 USD
Common Buy Transaction 339 4.0546 USD
Common Buy Transaction 1,618 4.0570 USD
Common Buy Transaction 1,542 4.0574 USD
Common Buy Transaction 229 4.0581 USD
Common Buy Transaction 700 4.0586 USD
Common Buy Transaction 2,085 4.0591 USD
Common Buy Transaction 645 4.0597 USD
Common Buy Transaction 180 4.0622 USD
Common Buy Transaction 60 4.0633 USD
Common Buy Transaction 444 4.0641 USD
Common Buy Transaction 465 4.0652 USD
Common Buy Transaction 1,000 4.0660 USD
Common Buy Transaction 830 4.0689 USD
Common Buy Transaction 2,000 4.0695 USD
Common Buy Transaction 620 4.0703 USD
Common Buy Transaction 893 4.0708 USD
Common Buy Transaction 432 4.0719 USD
Common Buy Transaction 200 4.0750 USD
Common Buy Transaction 1,257 4.0755 USD
Common Buy Transaction 442 4.0764 USD
Common Buy Transaction 923 4.0774 USD
Common Buy Transaction 1,432 4.0778 USD
Common Buy Transaction 7,131 4.0778 USD
Common Buy Transaction 2,524 4.0779 USD
Common Buy Transaction 9,520 4.0785 USD
Common Buy Transaction 2,789 4.0800 USD
Common Buy Transaction 1,234 4.0823 USD
Common Buy Transaction 174 4.0840 USD
Common Buy Transaction 4,634 4.0876 USD
Common Buy Transaction 2,445 4.0880 USD
Common Buy Transaction 4,782 4.0900 USD
Common Buy Transaction 562 4.0910 USD
Common Buy Transaction 1,095 4.0910 USD
Common Buy Transaction 4,970 4.0913 USD
Common Buy Transaction 1,741 4.0919 USD
Common Buy Transaction 644 4.0921 USD
Common Buy Transaction 1 4.0937 USD
Common Buy Transaction 52 4.0944 USD
Common Buy Transaction 1,100 4.0945 USD
Common Buy Transaction 4,354 4.0950 USD
Common Buy Transaction 315 4.0950 USD
Common Buy Transaction 5,942 4.0952 USD
Common Buy Transaction 130 4.0954 USD
Common Buy Transaction 1,020 4.0980 USD
Common Buy Transaction 2,300 4.0983 USD
Common Buy Transaction 2,674 4.0989 USD
Common Buy Transaction 1,706 4.0990 USD
Common Buy Transaction 79,177 4.1000 USD
Common Buy Transaction 600 4.1017 USD
Common Buy Transaction 1,450 4.1050 USD
Common Buy Transaction 252 4.1100 USD
Common DVP Transaction 96 3.9900 USD
Common DVP Transaction 308 4.0258 USD
Common DVP Transaction 3 4.0300 USD
Common DVP Transaction 66 4.0303 USD
Common DVP Transaction 605 4.0374 USD
Common DVP Transaction 388 4.0381 USD
Common DVP Transaction 292 4.0386 USD
Common DVP Transaction 591 4.0391 USD
Common DVP Transaction 300 4.0450 USD
Common DVP Transaction 392 4.0554 USD
Common DVP Transaction 1,109 4.0600 USD
Common DVP Transaction 392 4.0602 USD
Common DVP Transaction 784 4.0637 USD
Common DVP Transaction 100 4.0650 USD
Common DVP Transaction 587 4.0724 USD
Common DVP Transaction 353 4.0740 USD
Common DVP Transaction 1,137 4.0755 USD
Common DVP Transaction 578 4.0755 USD
Common DVP Transaction 15 4.0800 USD
Common DVP Transaction 12 4.0850 USD
Common DVP Transaction 7 4.0857 USD
Common DVP Transaction 10 4.0860 USD
Common DVP Transaction 3 4.0867 USD
Common DVP Transaction 33 4.0900 USD
Common DVP Transaction 72,723 4.1000 USD
Common DVP Transaction 2,917 4.1100 USD
Common DVP Transaction 1 4.1300 USD
Common RVP Transaction 68 4.0309 USD
Common RVP Transaction 7,466 4.0560 USD
Common RVP Transaction 45 4.0650 USD
Common RVP Transaction 435 4.0750 USD
Common RVP Transaction 65 4.0800 USD
Common RVP Transaction 60 4.0850 USD
Common RVP Transaction 21 4.0862 USD
Common RVP Transaction 72,723 4.1000 USD
Common RVP Transaction 521 4.1098 USD
Common RVP Transaction 2,397 4.1100 USD
Common RVP Transaction 1 4.1300 USD
Common Sell Transaction 140 3.9600 USD
Common Sell Transaction 1,300 3.9614 USD
Common Sell Transaction 3,145 3.9639 USD
Common Sell Transaction 78,062 3.9739 USD
Common Sell Transaction 4,431 3.9771 USD
Common Sell Transaction 482 3.9799 USD
Common Sell Transaction 1,293 3.9799 USD
Common Sell Transaction 1,293 3.9799 USD
Common Sell Transaction 12,518 3.9800 USD
Common Sell Transaction 0 3.9810 USD
Common Sell Transaction 3,878 3.9822 USD
Common Sell Transaction 188 3.9853 USD
Common Sell Transaction 3,077 3.9856 USD
Common Sell Transaction 1,017 3.9872 USD
Common Sell Transaction 259 3.9878 USD
Common Sell Transaction 2,010 3.9889 USD
Common Sell Transaction 3,615 3.9897 USD
Common Sell Transaction 14,189 3.9900 USD
Common Sell Transaction 24,757 3.9946 USD
Common Sell Transaction 301 3.9950 USD
Common Sell Transaction 1,492 3.9969 USD
Common Sell Transaction 1,000 3.9992 USD
Common Sell Transaction 1,058 4.0000 USD
Common Sell Transaction 7 4.0186 USD
Common Sell Transaction 30,600 4.0200 USD
Common Sell Transaction 7,520 4.0300 USD
Common Sell Transaction 1,148 4.0400 USD
Common Sell Transaction 6,079 4.0431 USD
Common Sell Transaction 122 4.0450 USD
Common Sell Transaction 4,700 4.0463 USD
Common Sell Transaction 14,661 4.0474 USD
Common Sell Transaction 500 4.0480 USD
Common Sell Transaction 2,520 4.0500 USD
Common Sell Transaction 3,448 4.0513 USD
Common Sell Transaction 12,009 4.0518 USD
Common Sell Transaction 18,532 4.0552 USD
Common Sell Transaction 300 4.0567 USD
Common Sell Transaction 8,512 4.0574 USD
Common Sell Transaction 515 4.0586 USD
Common Sell Transaction 1,102 4.0600 USD
Common Sell Transaction 551 4.0644 USD
Common Sell Transaction 45 4.0653 USD
Common Sell Transaction 740 4.0655 USD
Common Sell Transaction 1,120 4.0660 USD
Common Sell Transaction 79,074 4.0665 USD
Common Sell Transaction 24,100 4.0688 USD
Common Sell Transaction 40 4.0700 USD
Common Sell Transaction 1,900 4.0721 USD
Common Sell Transaction 700 4.0729 USD
Common Sell Transaction 210 4.0750 USD
Common Sell Transaction 36 4.0753 USD
Common Sell Transaction 225 4.0753 USD
Common Sell Transaction 2,078 4.0760 USD
Common Sell Transaction 236 4.0766 USD
Common Sell Transaction 400 4.0775 USD
Common Sell Transaction 1,869 4.0781 USD
Common Sell Transaction 1,793 4.0799 USD
Common Sell Transaction 4,656 4.0800 USD
Common Sell Transaction 448 4.0816 USD
Common Sell Transaction 6,296 4.0817 USD
Common Sell Transaction 5,407 4.0823 USD
Common Sell Transaction 2 4.0825 USD
Common Sell Transaction 914 4.0831 USD
Common Sell Transaction 1,000 4.0840 USD
Common Sell Transaction 100 4.0850 USD
Common Sell Transaction 15 4.0853 USD
Common Sell Transaction 2,188 4.0864 USD
Common Sell Transaction 3,600 4.0867 USD
Common Sell Transaction 1,400 4.0871 USD
Common Sell Transaction 1,037 4.0879 USD
Common Sell Transaction 604 4.0884 USD
Common Sell Transaction 800 4.0888 USD
Common Sell Transaction 15,957 4.0889 USD
Common Sell Transaction 611 4.0895 USD
Common Sell Transaction 959 4.0900 USD
Common Sell Transaction 8,124 4.0905 USD
Common Sell Transaction 1,000 4.0910 USD
Common Sell Transaction 1,200 4.0917 USD
Common Sell Transaction 909 4.0926 USD
Common Sell Transaction 2,100 4.0950 USD
Common Sell Transaction 1,674 4.0955 USD
Common Sell Transaction 1,640 4.0957 USD
Common Sell Transaction 5,555 4.0969 USD
Common Sell Transaction 2,650 4.0971 USD
Common Sell Transaction 2,617 4.0976 USD
Common Sell Transaction 26 4.0992 USD
Common Sell Transaction 40 4.0992 USD
Common Sell Transaction 1 4.0995 USD
Common Sell Transaction 4,242 4.0999 USD
Common Sell Transaction 83,781 4.1000 USD
Common Sell Transaction 234 4.1045 USD
Common Sell Transaction 5,800 4.1050 USD
Common Sell Transaction 759 4.1097 USD
Common Sell Transaction 4 4.1100 USD
Common Sell Transaction 15,837 4.1146 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 10,000 4.0359 USD
Common CFD Reducing long position 10,426 4.0446 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 2025-Jul-18 0.2000 USD
Common Call Option Buy Transaction 1 5.0000 USD American 2025-Oct-17 0.3000 USD
Common Put Option DVP Transaction 1 4.0000 USD American 2025-Jul-18 0.2000 USD
Common Call Option DVP Transaction 3 5.0000 USD American 2025-Oct-17 0.3000 USD
Common Call Option DVP Transaction 1 5.0000 USD American 2026-Jan-16 0.5000 USD
Common Put Option RVP Transaction 1 4.0000 USD American 2025-Jul-18 0.2000 USD
Common Call Option RVP Transaction 3 5.0000 USD American 2025-Oct-17 0.3000 USD
Common Call Option RVP Transaction 1 5.0000 USD American 2026-Jan-16 0.5000 USD
Common Call Option Sell Transaction 1 5.0000 USD American 2026-Jan-16 0.5000 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: 24 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 Call Option Purchased 700 10.0 USD American 18/07/2025
Common Put Option Purchased -100 7.0 USD American 17/10/2025
Common Call Option Purchased 9,100 5.0 USD American 16/01/2026
Common Put Option Purchased -201,600 4.0 USD American 16/01/2026
Common Put Option Purchased -7,200 3.0 USD American 18/07/2025
Common Put Option Purchased -200 6.0 USD American 16/01/2026
Common Call Option Purchased 1,000 3.0 USD American 18/07/2025
Common Put Option Purchased -6,500 4.0 USD American 18/07/2025
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 Put Option Purchased -300 5.0 USD American 17/10/2025
Common Put Option Purchased -700 6.0 USD American 18/07/2025
Common Put Option Purchased -13,000 3.0 USD American 16/01/2026
Common Call Option Purchased 255,900 6.0 USD American 18/07/2025
Common Put Option Purchased -900 5.0 USD American 17/07/2026
Common Call Option Purchased 300 2.0 USD American 17/10/2025
Common Call Option Purchased 300 15.0 USD American 16/01/2026
Common Call Option Purchased 14,100 4.0 USD American 17/10/2025
Common Put Option Purchased -700 7.0 USD American 18/07/2025
Common Put Option Sold 3,100 3.0 USD American 17/10/2025
Common Call Option Sold -300 6.0 USD American 16/01/2026
Common Call Option Sold -300 3.0 USD American 17/07/2026
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 -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 -800 12.0 USD American 16/01/2026
Common Call Option Sold -643,800 5.0 USD American 18/07/2025
Common Call Option Sold -29,400 8.0 USD American 18/07/2025
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 -1,100 7.0 USD American 17/07/2026
Common Call Option Sold -117,900 7.0 USD American 16/01/2026
Common Put Option Sold 100 5.0 USD American 18/07/2025
Common Call Option Sold -97,400 5.0 USD American 17/10/2025
Common Put Option Sold 91,500 5.0 USD American 16/01/2026
Common Call Option Sold -100 2.0 USD American 17/07/2026
Common Call Option Sold -9,700 4.0 USD American 18/07/2025
Common Call Option Sold -36,000 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
(http://www.thetakeoverpanel.org.uk) .
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