REG - Citadel Group Dowlais Group PLC American Axle & Mfg. - Form 8.3 - American Axle & Manufacturing Holdings
Today 15:00
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RNS Number : 1967P Citadel Group 01 July 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: 30 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: 2,083,241 1.75 266,228 0.22
(2) Cash-settled derivatives: 457,024 0.38 0 0.00
(3) Stock-settled derivatives (including options) and agreements to 978,900 0.82 1,195,900 1.00
purchase/sell:
3,519,165 2.96 1,462,128 1.23
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 2,668 4.0600 USD
Common Buy Transaction 416 4.0608 USD
Common Buy Transaction 1,334 4.0621 USD
Common Buy Transaction 236 4.0630 USD
Common Buy Transaction 729 4.0642 USD
Common Buy Transaction 512 4.0649 USD
Common Buy Transaction 1,766 4.0650 USD
Common Buy Transaction 225 4.0658 USD
Common Buy Transaction 5,625 4.0668 USD
Common Buy Transaction 1,970 4.0673 USD
Common Buy Transaction 1,016 4.0689 USD
Common Buy Transaction 785 4.0691 USD
Common Buy Transaction 413 4.0695 USD
Common Buy Transaction 728 4.0700 USD
Common Buy Transaction 598 4.0708 USD
Common Buy Transaction 1,901 4.0710 USD
Common Buy Transaction 517 4.0720 USD
Common Buy Transaction 921 4.0720 USD
Common Buy Transaction 11,798 4.0721 USD
Common Buy Transaction 241 4.0726 USD
Common Buy Transaction 386 4.0733 USD
Common Buy Transaction 2,440 4.0738 USD
Common Buy Transaction 951 4.0745 USD
Common Buy Transaction 5,400 4.0750 USD
Common Buy Transaction 357 4.0756 USD
Common Buy Transaction 2,186 4.0762 USD
Common Buy Transaction 2,458 4.0767 USD
Common Buy Transaction 431 4.0790 USD
Common Buy Transaction 2,962 4.0794 USD
Common Buy Transaction 867 4.0797 USD
Common Buy Transaction 97,934 4.0800 USD
Common Buy Transaction 6,590 4.0802 USD
Common Buy Transaction 547 4.0803 USD
Common Buy Transaction 547 4.0803 USD
Common Buy Transaction 8,182 4.0807 USD
Common Buy Transaction 600 4.0817 USD
Common Buy Transaction 233 4.0823 USD
Common Buy Transaction 2,428 4.0823 USD
Common Buy Transaction 584 4.0823 USD
Common Buy Transaction 1,141 4.0825 USD
Common Buy Transaction 1 4.0827 USD
Common Buy Transaction 91,388 4.0829 USD
Common Buy Transaction 885 4.0841 USD
Common Buy Transaction 691 4.0848 USD
Common Buy Transaction 1,821 4.0848 USD
Common Buy Transaction 200 4.0855 USD
Common Buy Transaction 2,459 4.0859 USD
Common Buy Transaction 4,503 4.0860 USD
Common Buy Transaction 1,000 4.0880 USD
Common Buy Transaction 11,920 4.0880 USD
Common Buy Transaction 1,207 4.0885 USD
Common Buy Transaction 351 4.0886 USD
Common Buy Transaction 3,309 4.0888 USD
Common Buy Transaction 3,004 4.0888 USD
Common Buy Transaction 2,825 4.0891 USD
Common Buy Transaction 3,483 4.0892 USD
Common Buy Transaction 2,789 4.0898 USD
Common Buy Transaction 46,490 4.0899 USD
Common Buy Transaction 444 4.0900 USD
Common Buy Transaction 707 4.0912 USD
Common Buy Transaction 500 4.0920 USD
Common Buy Transaction 197 4.0930 USD
Common Buy Transaction 800 4.0933 USD
Common Buy Transaction 10,803 4.0946 USD
Common Buy Transaction 733 4.0950 USD
Common Buy Transaction 1,100 4.0955 USD
Common Buy Transaction 1,000 4.0985 USD
Common Buy Transaction 687 4.0985 USD
Common Buy Transaction 160 4.0987 USD
Common Buy Transaction 1,300 4.0992 USD
Common Buy Transaction 700 4.0993 USD
Common Buy Transaction 3,502 4.1000 USD
Common Buy Transaction 61 4.1015 USD
Common Buy Transaction 4,800 4.1017 USD
Common Buy Transaction 17,720 4.1076 USD
Common Buy Transaction 354 4.1100 USD
Common Buy Transaction 931 4.1150 USD
Common Buy Transaction 1,000 4.1155 USD
Common Buy Transaction 116 4.1200 USD
Common Buy Transaction 2,000 4.1300 USD
Common Buy Transaction 1 4.1426 USD
Common DVP Transaction 3,658 4.0600 USD
Common DVP Transaction 143 4.0700 USD
Common DVP Transaction 89,343 4.0800 USD
Common DVP Transaction 6,000 4.1500 USD
Common DVP Transaction 1,482 4.1600 USD
Common RVP Transaction 3,658 4.0600 USD
Common RVP Transaction 143 4.0700 USD
Common RVP Transaction 89,343 4.0800 USD
Common RVP Transaction 6,000 4.1500 USD
Common RVP Transaction 1,482 4.1600 USD
Common Sell Transaction 2,248 4.0591 USD
Common Sell Transaction 11,600 4.0593 USD
Common Sell Transaction 605 4.0600 USD
Common Sell Transaction 3,209 4.0601 USD
Common Sell Transaction 26 4.0604 USD
Common Sell Transaction 100 4.0650 USD
Common Sell Transaction 5 4.0660 USD
Common Sell Transaction 11,894 4.0669 USD
Common Sell Transaction 6,906 4.0675 USD
Common Sell Transaction 727 4.0681 USD
Common Sell Transaction 2,623 4.0700 USD
Common Sell Transaction 1,005 4.0710 USD
Common Sell Transaction 200 4.0725 USD
Common Sell Transaction 1,032 4.0727 USD
Common Sell Transaction 1,500 4.0733 USD
Common Sell Transaction 7,742 4.0737 USD
Common Sell Transaction 5,676 4.0750 USD
Common Sell Transaction 2,606 4.0750 USD
Common Sell Transaction 1,300 4.0769 USD
Common Sell Transaction 97 4.0773 USD
Common Sell Transaction 280 4.0775 USD
Common Sell Transaction 4,217 4.0779 USD
Common Sell Transaction 91,676 4.0784 USD
Common Sell Transaction 56,037 4.0789 USD
Common Sell Transaction 1,000 4.0789 USD
Common Sell Transaction 10,865 4.0790 USD
Common Sell Transaction 25 4.0792 USD
Common Sell Transaction 5,359 4.0794 USD
Common Sell Transaction 1,804 4.0794 USD
Common Sell Transaction 97,692 4.0800 USD
Common Sell Transaction 2,822 4.0801 USD
Common Sell Transaction 332 4.0808 USD
Common Sell Transaction 283 4.0809 USD
Common Sell Transaction 3,197 4.0812 USD
Common Sell Transaction 22,132 4.0814 USD
Common Sell Transaction 7,998 4.0819 USD
Common Sell Transaction 1 4.0822 USD
Common Sell Transaction 59 4.0829 USD
Common Sell Transaction 2,525 4.0837 USD
Common Sell Transaction 265 4.0844 USD
Common Sell Transaction 737 4.0845 USD
Common Sell Transaction 2,484 4.0846 USD
Common Sell Transaction 202 4.0850 USD
Common Sell Transaction 56,952 4.0857 USD
Common Sell Transaction 500 4.0860 USD
Common Sell Transaction 198 4.0861 USD
Common Sell Transaction 172 4.0861 USD
Common Sell Transaction 1,300 4.0862 USD
Common Sell Transaction 4,200 4.0876 USD
Common Sell Transaction 2,156 4.0878 USD
Common Sell Transaction 3,400 4.0882 USD
Common Sell Transaction 1,067 4.0884 USD
Common Sell Transaction 28 4.0895 USD
Common Sell Transaction 47,614 4.0896 USD
Common Sell Transaction 228 4.0898 USD
Common Sell Transaction 11,900 4.0900 USD
Common Sell Transaction 3,327 4.0900 USD
Common Sell Transaction 1,075 4.0905 USD
Common Sell Transaction 3,307 4.0905 USD
Common Sell Transaction 2,100 4.0910 USD
Common Sell Transaction 900 4.0913 USD
Common Sell Transaction 613 4.0914 USD
Common Sell Transaction 625 4.0914 USD
Common Sell Transaction 500 4.0920 USD
Common Sell Transaction 1,100 4.0927 USD
Common Sell Transaction 333 4.0930 USD
Common Sell Transaction 800 4.0938 USD
Common Sell Transaction 533 4.0938 USD
Common Sell Transaction 941 4.0947 USD
Common Sell Transaction 200 4.0950 USD
Common Sell Transaction 6,011 4.0960 USD
Common Sell Transaction 893 4.0964 USD
Common Sell Transaction 1,033 4.0965 USD
Common Sell Transaction 318 4.0967 USD
Common Sell Transaction 411 4.0976 USD
Common Sell Transaction 422 4.0992 USD
Common Sell Transaction 1,078 4.0992 USD
Common Sell Transaction 278 4.0992 USD
Common Sell Transaction 5,300 4.0998 USD
Common Sell Transaction 705 4.1000 USD
Common Sell Transaction 891 4.1007 USD
Common Sell Transaction 160 4.1014 USD
Common Sell Transaction 628 4.1019 USD
Common Sell Transaction 500 4.1020 USD
Common Sell Transaction 5 4.1080 USD
Common Sell Transaction 627 4.1084 USD
Common Sell Transaction 2,224 4.1100 USD
Common Sell Transaction 80 4.1193 USD
Common Sell Transaction 608 4.1199 USD
Common Sell Transaction 514 4.1199 USD
Common Sell Transaction 300 4.1200 USD
Common Sell Transaction 4,877 4.1500 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 Increasing long position 10,340 4.0707 USD
Common CFD Increasing long position 45 4.0800 USD
Common CFD Increasing long position 33,203 4.0992 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 1 7.0000 USD American 2026-Jan-16 0.1500 USD
Common Put Option Buy Transaction 5 4.0000 USD American 2025-Jul-18 0.1800 USD
Common Put Option Buy Transaction 1 4.0000 USD American 2025-Jul-18 0.1900 USD
Common Call Option Buy Transaction 1 4.0000 USD American 2025-Jul-18 0.3000 USD
Common Call Option DVP Transaction 5 5.0000 USD American 2025-Jul-18 0.0420 USD
Common Call Option DVP Transaction 1 7.0000 USD American 2026-Jan-16 0.1500 USD
Common Put Option DVP Transaction 5 4.0000 USD American 2025-Jul-18 0.1800 USD
Common Put Option DVP Transaction 3 4.0000 USD American 2025-Jul-18 0.1867 USD
Common Call Option DVP Transaction 3 6.0000 USD American 2026-Jan-16 0.3000 USD
Common Call Option RVP Transaction 5 5.0000 USD American 2025-Jul-18 0.0420 USD
Common Call Option RVP Transaction 1 7.0000 USD American 2026-Jan-16 0.1500 USD
Common Put Option RVP Transaction 8 4.0000 USD American 2025-Jul-18 0.1825 USD
Common Call Option RVP Transaction 3 6.0000 USD American 2026-Jan-16 0.3000 USD
Common Call Option Sell Transaction 1 5.0000 USD American 2025-Jul-18 0.0300 USD
Common Call Option Sell Transaction 2 5.0000 USD American 2025-Jul-18 0.0400 USD
Common Call Option Sell Transaction 2 5.0000 USD American 2025-Jul-18 0.0500 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: 1 July 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 -12,000 3.0 USD American 15/08/2025
Common Call Option Purchased 255,900 6.0 USD American 18/07/2025
Common Call Option Purchased 300 2.0 USD American 17/10/2025
Common Call Option Purchased 14,100 4.0 USD American 17/10/2025
Common Put Option Purchased -200 6.0 USD American 16/01/2026
Common Call Option Purchased 200 6.0 USD American 17/10/2025
Common Call Option Purchased 9,100 5.0 USD American 16/01/2026
Common Call Option Purchased 700 10.0 USD American 18/07/2025
Common Put Option Purchased -200 7.0 USD American 15/08/2025
Common Put Option Purchased -12,100 4.0 USD American 18/07/2025
Common Put Option Purchased -900 5.0 USD American 17/07/2026
Common Call Option Purchased 1,000 3.0 USD American 18/07/2025
Common Call Option Purchased 2,600 10.0 USD American 16/01/2026
Common Call Option Purchased 600,000 6.0 USD American 18/07/2025
Common Put Option Purchased -700 6.0 USD American 18/07/2025
Common Put Option Purchased -300 5.0 USD American 17/10/2025
Common Call Option Purchased 300 15.0 USD American 16/01/2026
Common Put Option Purchased -7,200 3.0 USD American 18/07/2025
Common Put Option Purchased -700 7.0 USD American 18/07/2025
Common Put Option Purchased -100 7.0 USD American 17/10/2025
Common Put Option Purchased -13,100 3.0 USD American 16/01/2026
Common Put Option Purchased -201,600 4.0 USD American 16/01/2026
Common Put Option Purchased -300 4.0 USD American 15/08/2025
Common Call Option Sold -200 7.0 USD American 18/07/2025
Common Call Option Sold -643,700 5.0 USD American 18/07/2025
Common Call Option Sold -2,500 4.0 USD American 17/07/2026
Common Call Option Sold -2,000 3.0 USD American 17/10/2025
Common Call Option Sold -29,400 8.0 USD American 18/07/2025
Common Call Option Sold -9,600 4.0 USD American 18/07/2025
Common Put Option Sold 100 5.0 USD American 18/07/2025
Common Put Option Sold 3,100 3.0 USD American 17/10/2025
Common Put Option Sold 91,500 5.0 USD American 16/01/2026
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 -1,100 7.0 USD American 17/07/2026
Common Call Option Sold -800 12.0 USD American 16/01/2026
Common Call Option Sold -2,400 10.0 USD American 17/07/2026
Common Call Option Sold -117,800 7.0 USD American 16/01/2026
Common Call Option Sold -300 3.0 USD American 17/07/2026
Common Call Option Sold -98,400 5.0 USD American 17/10/2025
Common Call Option Sold -300 6.0 USD American 16/01/2026
Common Call Option Sold -36,000 5.0 USD American 17/07/2026
Common Call Option Sold -100 2.0 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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