REG - Citadel Group Dowlais Group PLC American Axle & Mfg. - Form 8.3 - American Axle & Manufacturing Holdings
Mon 15:00
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RNS Number : 4716G Citadel Group 28 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: 25 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: 750,549 0.63 15,525 0.01
(2) Cash-settled derivatives: 36,427 0.03 0 0.00
(3) Stock-settled derivatives (including options) and agreements to 2,119,600 1.79 389,900 0.32
purchase/sell:
2,906,576 2.45 405,425 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 100 3.6150 USD
Common Buy Transaction 2,209 3.6200 USD
Common Buy Transaction 512 3.6202 USD
Common Buy Transaction 229 3.6244 USD
Common Buy Transaction 900 3.6244 USD
Common Buy Transaction 1,704 3.6259 USD
Common Buy Transaction 366 3.6290 USD
Common Buy Transaction 326 3.6300 USD
Common Buy Transaction 267 3.6312 USD
Common Buy Transaction 124 3.6345 USD
Common Buy Transaction 1,800 3.6350 USD
Common Buy Transaction 3,390 3.6400 USD
Common Buy Transaction 1,584 3.6401 USD
Common Buy Transaction 514 3.6450 USD
Common Buy Transaction 19 3.6453 USD
Common Buy Transaction 2,541 3.6464 USD
Common Buy Transaction 4,217 3.6477 USD
Common Buy Transaction 721 3.6500 USD
Common Buy Transaction 5,377 3.6585 USD
Common Buy Transaction 2,220 3.6586 USD
Common Buy Transaction 8,839 3.6598 USD
Common Buy Transaction 613 3.6600 USD
Common Buy Transaction 15,400 3.6601 USD
Common Buy Transaction 221 3.6607 USD
Common Buy Transaction 2,284 3.6633 USD
Common Buy Transaction 991 3.6635 USD
Common Buy Transaction 990 3.6649 USD
Common Buy Transaction 8,555 3.6649 USD
Common Buy Transaction 1 3.6657 USD
Common Buy Transaction 493 3.6662 USD
Common Buy Transaction 12,540 3.6665 USD
Common Buy Transaction 428 3.6676 USD
Common Buy Transaction 2,345 3.6681 USD
Common Buy Transaction 550 3.6681 USD
Common Buy Transaction 15,714 3.6699 USD
Common Buy Transaction 398 3.6700 USD
Common Buy Transaction 5,010 3.6711 USD
Common Buy Transaction 25,959 3.6712 USD
Common Buy Transaction 3,438 3.6722 USD
Common Buy Transaction 902 3.6733 USD
Common Buy Transaction 236 3.6739 USD
Common Buy Transaction 200 3.6750 USD
Common Buy Transaction 21,175 3.6752 USD
Common Buy Transaction 7,459 3.6759 USD
Common Buy Transaction 7,416 3.6761 USD
Common Buy Transaction 6,337 3.6765 USD
Common Buy Transaction 395 3.6769 USD
Common Buy Transaction 2,905 3.6777 USD
Common Buy Transaction 6,228 3.6780 USD
Common Buy Transaction 1,367 3.6788 USD
Common Buy Transaction 1,000 3.6800 USD
Common Buy Transaction 7,818 3.6809 USD
Common Buy Transaction 632 3.6820 USD
Common Buy Transaction 746 3.6825 USD
Common Buy Transaction 1,000 3.6830 USD
Common Buy Transaction 10,557 3.6832 USD
Common Buy Transaction 961 3.6834 USD
Common Buy Transaction 3,010 3.6834 USD
Common Buy Transaction 361 3.6837 USD
Common Buy Transaction 943 3.6841 USD
Common Buy Transaction 2,592 3.6842 USD
Common Buy Transaction 2,293 3.6860 USD
Common Buy Transaction 937 3.6862 USD
Common Buy Transaction 1,053 3.6873 USD
Common Buy Transaction 4,173 3.6877 USD
Common Buy Transaction 618 3.6882 USD
Common Buy Transaction 42,865 3.6889 USD
Common Buy Transaction 701 3.6900 USD
Common Buy Transaction 600 3.6900 USD
Common Buy Transaction 10 3.6910 USD
Common Buy Transaction 26,226 3.6922 USD
Common Buy Transaction 903 3.6922 USD
Common Buy Transaction 2,605 3.6927 USD
Common Buy Transaction 900 3.6933 USD
Common Buy Transaction 213 3.6939 USD
Common Buy Transaction 110 3.6940 USD
Common Buy Transaction 2,167 3.6945 USD
Common Buy Transaction 770 3.6950 USD
Common Buy Transaction 2,549 3.6951 USD
Common Buy Transaction 566 3.6956 USD
Common Buy Transaction 46,655 3.6977 USD
Common Buy Transaction 12,729 3.6993 USD
Common Buy Transaction 4,818 3.6994 USD
Common Buy Transaction 6,260 3.7000 USD
Common Buy Transaction 1,410 3.7002 USD
Common Buy Transaction 3,000 3.7008 USD
Common Buy Transaction 2,000 3.7009 USD
Common Buy Transaction 33 3.7012 USD
Common Buy Transaction 115 3.7016 USD
Common Buy Transaction 1,538 3.7033 USD
Common Buy Transaction 41 3.7034 USD
Common Buy Transaction 116 3.7034 USD
Common Buy Transaction 265 3.7042 USD
Common Buy Transaction 981 3.7044 USD
Common Buy Transaction 28 3.7046 USD
Common Buy Transaction 436 3.7055 USD
Common Buy Transaction 153 3.7067 USD
Common Buy Transaction 100 3.7089 USD
Common Buy Transaction 64 3.7097 USD
Common Buy Transaction 750 3.7099 USD
Common Buy Transaction 2,398 3.7100 USD
Common Buy Transaction 10 3.7110 USD
Common Buy Transaction 310 3.7131 USD
Common Buy Transaction 520 3.7154 USD
Common Buy Transaction 158 3.7298 USD
Common Buy Transaction 4,961 3.7300 USD
Common Buy Transaction 65,097 3.7400 USD
Common DVP Transaction 282 3.6400 USD
Common DVP Transaction 1 3.6500 USD
Common DVP Transaction 1 3.6600 USD
Common DVP Transaction 342 3.6739 USD
Common DVP Transaction 12 3.6900 USD
Common DVP Transaction 12 3.6950 USD
Common DVP Transaction 26 3.7000 USD
Common DVP Transaction 12 3.7025 USD
Common DVP Transaction 7 3.7086 USD
Common DVP Transaction 9 3.7089 USD
Common DVP Transaction 12 3.7100 USD
Common DVP Transaction 13 3.7138 USD
Common DVP Transaction 82 3.7300 USD
Common DVP Transaction 65,097 3.7400 USD
Common RVP Transaction 284 3.6400 USD
Common RVP Transaction 201 3.6401 USD
Common RVP Transaction 1 3.6500 USD
Common RVP Transaction 2 3.7000 USD
Common RVP Transaction 102 3.7031 USD
Common RVP Transaction 100 3.7200 USD
Common RVP Transaction 121 3.7300 USD
Common RVP Transaction 65,097 3.7400 USD
Common Sell Transaction 383 3.6100 USD
Common Sell Transaction 600 3.6117 USD
Common Sell Transaction 600 3.6133 USD
Common Sell Transaction 469 3.6164 USD
Common Sell Transaction 724 3.6172 USD
Common Sell Transaction 3,600 3.6199 USD
Common Sell Transaction 108 3.6200 USD
Common Sell Transaction 7,437 3.6274 USD
Common Sell Transaction 732 3.6290 USD
Common Sell Transaction 10 3.6350 USD
Common Sell Transaction 3,668 3.6380 USD
Common Sell Transaction 156 3.6391 USD
Common Sell Transaction 2,075 3.6400 USD
Common Sell Transaction 700 3.6443 USD
Common Sell Transaction 734 3.6450 USD
Common Sell Transaction 864 3.6465 USD
Common Sell Transaction 400 3.6475 USD
Common Sell Transaction 838 3.6500 USD
Common Sell Transaction 118 3.6509 USD
Common Sell Transaction 100 3.6550 USD
Common Sell Transaction 800 3.6575 USD
Common Sell Transaction 736 3.6577 USD
Common Sell Transaction 301 3.6600 USD
Common Sell Transaction 94 3.6639 USD
Common Sell Transaction 28 3.6679 USD
Common Sell Transaction 33 3.6697 USD
Common Sell Transaction 200 3.6700 USD
Common Sell Transaction 4,598 3.6705 USD
Common Sell Transaction 2,724 3.6705 USD
Common Sell Transaction 165 3.6750 USD
Common Sell Transaction 499 3.6760 USD
Common Sell Transaction 3,419 3.6772 USD
Common Sell Transaction 400 3.6775 USD
Common Sell Transaction 1,914 3.6777 USD
Common Sell Transaction 900 3.6789 USD
Common Sell Transaction 1,734 3.6790 USD
Common Sell Transaction 100 3.6800 USD
Common Sell Transaction 758 3.6809 USD
Common Sell Transaction 8 3.6825 USD
Common Sell Transaction 12,095 3.6828 USD
Common Sell Transaction 4,122 3.6829 USD
Common Sell Transaction 200 3.6850 USD
Common Sell Transaction 945 3.6850 USD
Common Sell Transaction 3,427 3.6856 USD
Common Sell Transaction 51,464 3.6860 USD
Common Sell Transaction 300 3.6867 USD
Common Sell Transaction 700 3.6871 USD
Common Sell Transaction 500 3.6880 USD
Common Sell Transaction 2,095 3.6887 USD
Common Sell Transaction 16,647 3.6891 USD
Common Sell Transaction 318 3.6900 USD
Common Sell Transaction 1,670 3.6937 USD
Common Sell Transaction 1 3.6946 USD
Common Sell Transaction 468 3.6950 USD
Common Sell Transaction 1,100 3.6950 USD
Common Sell Transaction 459 3.6954 USD
Common Sell Transaction 23,128 3.6970 USD
Common Sell Transaction 1,700 3.6971 USD
Common Sell Transaction 10 3.6990 USD
Common Sell Transaction 118 3.6994 USD
Common Sell Transaction 447 3.7000 USD
Common Sell Transaction 1,100 3.7009 USD
Common Sell Transaction 883 3.7020 USD
Common Sell Transaction 1,520 3.7039 USD
Common Sell Transaction 5,510 3.7050 USD
Common Sell Transaction 446 3.7053 USD
Common Sell Transaction 200 3.7089 USD
Common Sell Transaction 109 3.7091 USD
Common Sell Transaction 1,711 3.7091 USD
Common Sell Transaction 176 3.7092 USD
Common Sell Transaction 43 3.7100 USD
Common Sell Transaction 1,489 3.7106 USD
Common Sell Transaction 1,283 3.7166 USD
Common Sell Transaction 10,191 3.7170 USD
Common Sell Transaction 464 3.7191 USD
Common Sell Transaction 4,024 3.7200 USD
Common Sell Transaction 1,953 3.7252 USD
Common Sell Transaction 1,976 3.7300 USD
Common Sell Transaction 65,097 3.7400 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 197 3.7102 USD
Common CFD Reducing long position 2,175 3.7103 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 3 5.0000 USD American 2025-Jun-20 0.0500 USD
Common Call Option Buy Transaction 24 4.0000 USD American 2025-Jul-18 0.3000 USD
Common Put Option Buy Transaction 13 5.0000 USD American 2025-May-16 1.3000 USD
Common Call Option DVP Transaction 3 5.0000 USD American 2025-Jun-20 0.0500 USD
Common Call Option DVP Transaction 4 5.0000 USD American 2025-Jul-18 0.1500 USD
Common Call Option DVP Transaction 11 5.0000 USD American 2025-Jul-18 0.1573 USD
Common Call Option DVP Transaction 30 5.0000 USD American 2025-Jul-18 0.1800 USD
Common Call Option DVP Transaction 7 5.0000 USD American 2025-Jul-18 0.1843 USD
Common Call Option DVP Transaction 30 4.0000 USD American 2025-Jul-18 0.3900 USD
Common Call Option RVP Transaction 3 5.0000 USD American 2025-Jun-20 0.0500 USD
Common Call Option RVP Transaction 3 5.0000 USD American 2025-Jul-18 0.1500 USD
Common Call Option RVP Transaction 7 5.0000 USD American 2025-Jul-18 0.1600 USD
Common Call Option RVP Transaction 39 5.0000 USD American 2025-Jul-18 0.1756 USD
Common Call Option RVP Transaction 3 5.0000 USD American 2025-Jul-18 0.2000 USD
Common Call Option RVP Transaction 30 4.0000 USD American 2025-Jul-18 0.3900 USD
Common Call Option Sell Transaction 7 5.0000 USD American 2025-Jun-20 0.0600 USD
Common Call Option Sell Transaction 6 5.0000 USD American 2025-Jun-20 0.1000 USD
Common Call Option Sell Transaction 204 5.0000 USD American 2025-Jul-18 0.1500 USD
Common Call Option Sell Transaction 5 5.0000 USD American 2025-Jul-18 0.1600 USD
Common Call Option Sell Transaction 52 5.0000 USD American 2025-Jul-18 0.1700 USD
Common Call Option Sell Transaction 12 4.0000 USD American 2025-May-16 0.1700 USD
Common Call Option Sell Transaction 19 5.0000 USD American 2025-Jul-18 0.1800 USD
Common Call Option Sell Transaction 22 5.0000 USD American 2025-Jul-18 0.2000 USD
(ii) Exercise
Class of relevant security Product description Exercising/ exercised against Number of securities Exercise price per unit
e.g. call option
Common Put Option Exercising 1,042 6.0000 USD
Common Put Option Exercising 998 7.0000 USD
(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: 28 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 200 6.0 USD American 17/10/2025
Common Call Option Purchased 700 10.0 USD American 18/07/2025
Common Put Option Purchased -1,300 5.0 USD American 16/05/2025
Common Call Option Purchased 150,000 4.0 USD American 20/06/2025
Common Call Option Purchased 245,600 6.0 USD American 18/07/2025
Common Put Option Purchased -8,400 5.0 USD American 16/01/2026
Common Put Option Purchased -1,400 4.0 USD American 16/01/2026
Common Call Option Purchased 7,800 5.0 USD American 16/01/2026
Common Call Option Purchased 600,000 6.0 USD American 18/07/2025
Common Call Option Purchased 1,000,000 5.0 USD American 20/06/2025
Common Call Option Purchased 800 5.0 USD American 16/05/2025
Common Call Option Purchased 2,500 10.0 USD American 16/01/2026
Common Put Option Purchased -13,000 3.0 USD American 16/01/2026
Common Put Option Purchased -900 5.0 USD American 17/07/2026
Common Put Option Purchased -300 5.0 USD American 17/10/2025
Common Put Option Purchased -400 4.0 USD American 16/05/2025
Common Put Option Purchased -4,300 4.0 USD American 20/06/2025
Common Call Option Purchased 3,500 4.0 USD American 16/05/2025
Common Put Option Purchased -1,400 5.0 USD American 20/06/2025
Common Put Option Purchased -500 3.0 USD American 16/05/2025
Common Call Option Purchased 5,000 5.0 USD American 20/06/2025
Common Put Option Purchased -700 7.0 USD American 18/07/2025
Common Call Option Purchased 800 5.0 USD American 17/10/2025
Common Put Option Purchased -5,400 4.0 USD American 18/07/2025
Common Call Option Purchased 300 8.0 USD American 20/06/2025
Common Call Option Purchased 2,300 7.0 USD American 20/06/2025
Common Call Option Sold -12,000 4.0 USD American 18/07/2025
Common Call Option Sold -100 3.0 USD American 17/10/2025
Common Call Option Sold -500 3.0 USD American 17/07/2026
Common Call Option Sold -500 4.0 USD American 16/01/2026
Common Call Option Sold -2,000 6.0 USD American 20/06/2025
Common Call Option Sold -29,400 8.0 USD American 18/07/2025
Common Call Option Sold -900 3.0 USD American 16/05/2025
Common Call Option Sold -200 15.0 USD American 16/01/2026
Common Put Option Sold 200 5.0 USD American 18/07/2025
Common Call Option Sold -200 7.0 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 -9,100 4.0 USD American 17/10/2025
Common Call Option Sold -100 7.0 USD American 17/10/2025
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 Put Option Sold 99,900 8.0 USD American 20/06/2025
Common Call Option Sold -3,400 10.0 USD American 17/07/2026
Common Call Option Sold -36,100 5.0 USD American 17/07/2026
Common Call Option Sold -2,500 4.0 USD American 17/07/2026
Common Call Option Sold -100 3.0 USD American 18/07/2025
Common Call Option Sold -200 3.0 USD American 20/06/2025
Common Call Option Sold -131,200 5.0 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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