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RNS Number : 0066J Citadel Group 16 May 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: 15 May 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: 1,446,991 1.22 0 0.00
(2) Cash-settled derivatives: 668,212 0.56 0 0.00
(3) Stock-settled derivatives (including options) and agreements to 1,989,600 1.68 951,700 0.80
purchase/sell:
4,104,803 3.46 951,700 0.80
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 34 4.4909 USD
Common Buy Transaction 4,233 4.4940 USD
Common Buy Transaction 82,727 4.5000 USD
Common Buy Transaction 15 4.5007 USD
Common Buy Transaction 42 4.5010 USD
Common Buy Transaction 1,400 4.5027 USD
Common Buy Transaction 1,370 4.5038 USD
Common Buy Transaction 362 4.5043 USD
Common Buy Transaction 8,600 4.5050 USD
Common Buy Transaction 11,741 4.5053 USD
Common Buy Transaction 102 4.5098 USD
Common Buy Transaction 200 4.5100 USD
Common Buy Transaction 22 4.5123 USD
Common Buy Transaction 1,130 4.5150 USD
Common Buy Transaction 620 4.5151 USD
Common Buy Transaction 200 4.5225 USD
Common Buy Transaction 2,855 4.5233 USD
Common Buy Transaction 5,451 4.5251 USD
Common Buy Transaction 1,530 4.5259 USD
Common Buy Transaction 401 4.5265 USD
Common Buy Transaction 5,402 4.5275 USD
Common Buy Transaction 5 4.5280 USD
Common Buy Transaction 400 4.5300 USD
Common Buy Transaction 800 4.5312 USD
Common Buy Transaction 264 4.5319 USD
Common Buy Transaction 629 4.5321 USD
Common Buy Transaction 241 4.5324 USD
Common Buy Transaction 703 4.5324 USD
Common Buy Transaction 180 4.5350 USD
Common Buy Transaction 140 4.5357 USD
Common Buy Transaction 176 4.5364 USD
Common Buy Transaction 738 4.5370 USD
Common Buy Transaction 813 4.5380 USD
Common Buy Transaction 2,675 4.5385 USD
Common Buy Transaction 2,042 4.5391 USD
Common Buy Transaction 500 4.5396 USD
Common Buy Transaction 100 4.5400 USD
Common Buy Transaction 1,840 4.5401 USD
Common Buy Transaction 128 4.5411 USD
Common Buy Transaction 279 4.5418 USD
Common Buy Transaction 2,233 4.5424 USD
Common Buy Transaction 1,250 4.5439 USD
Common Buy Transaction 1,610 4.5463 USD
Common Buy Transaction 300 4.5467 USD
Common Buy Transaction 118 4.5485 USD
Common Buy Transaction 701 4.5498 USD
Common Buy Transaction 5,217 4.5500 USD
Common Buy Transaction 900 4.5517 USD
Common Buy Transaction 1,800 4.5528 USD
Common Buy Transaction 1 4.5538 USD
Common Buy Transaction 57,872 4.5544 USD
Common Buy Transaction 887 4.5549 USD
Common Buy Transaction 1,001 4.5550 USD
Common Buy Transaction 825 4.5559 USD
Common Buy Transaction 2,234 4.5559 USD
Common Buy Transaction 1,013 4.5561 USD
Common Buy Transaction 474 4.5574 USD
Common Buy Transaction 1,600 4.5575 USD
Common Buy Transaction 242 4.5576 USD
Common Buy Transaction 400 4.5587 USD
Common Buy Transaction 1,000 4.5590 USD
Common Buy Transaction 2,499 4.5593 USD
Common Buy Transaction 2,200 4.5595 USD
Common Buy Transaction 749 4.5600 USD
Common Buy Transaction 628 4.5611 USD
Common Buy Transaction 749 4.5614 USD
Common Buy Transaction 246 4.5619 USD
Common Buy Transaction 300 4.5650 USD
Common Buy Transaction 1,063 4.5652 USD
Common Buy Transaction 572 4.5690 USD
Common Buy Transaction 244 4.5696 USD
Common Buy Transaction 365 4.5700 USD
Common Buy Transaction 730 4.5710 USD
Common Buy Transaction 1,065 4.5726 USD
Common Buy Transaction 200 4.5750 USD
Common Buy Transaction 1 4.5844 USD
Common Buy Transaction 358 4.5868 USD
Common Buy Transaction 99 4.5879 USD
Common Buy Transaction 1,123 4.5887 USD
Common Buy Transaction 1,354 4.5900 USD
Common Buy Transaction 300 4.5902 USD
Common Buy Transaction 172 4.5916 USD
Common Buy Transaction 109 4.5922 USD
Common Buy Transaction 100 4.5950 USD
Common Buy Transaction 10 4.5995 USD
Common Buy Transaction 500 4.6000 USD
Common Buy Transaction 332 4.6040 USD
Common Buy Transaction 21 4.6057 USD
Common Buy Transaction 1,999 4.6200 USD
Common Buy Transaction 654 4.6443 USD
Common Buy Transaction 100 4.6500 USD
Common Buy Transaction 15 4.6800 USD
Common DVP Transaction 68,328 4.5000 USD
Common DVP Transaction 100 4.5150 USD
Common DVP Transaction 2,332 4.6214 USD
Common DVP Transaction 421 4.6600 USD
Common RVP Transaction 68,328 4.5000 USD
Common RVP Transaction 100 4.5150 USD
Common RVP Transaction 2,332 4.6214 USD
Common RVP Transaction 421 4.6600 USD
Common Sell Transaction 94,457 4.5000 USD
Common Sell Transaction 3,186 4.5016 USD
Common Sell Transaction 1,805 4.5017 USD
Common Sell Transaction 483 4.5021 USD
Common Sell Transaction 20,732 4.5021 USD
Common Sell Transaction 1,484 4.5040 USD
Common Sell Transaction 617 4.5045 USD
Common Sell Transaction 1,000 4.5045 USD
Common Sell Transaction 2,338 4.5047 USD
Common Sell Transaction 3,634 4.5050 USD
Common Sell Transaction 811 4.5050 USD
Common Sell Transaction 349 4.5050 USD
Common Sell Transaction 1,200 4.5067 USD
Common Sell Transaction 1,099 4.5100 USD
Common Sell Transaction 1,200 4.5104 USD
Common Sell Transaction 684 4.5110 USD
Common Sell Transaction 184 4.5113 USD
Common Sell Transaction 160 4.5120 USD
Common Sell Transaction 14 4.5143 USD
Common Sell Transaction 1,469 4.5143 USD
Common Sell Transaction 19 4.5153 USD
Common Sell Transaction 200 4.5225 USD
Common Sell Transaction 2,572 4.5234 USD
Common Sell Transaction 227 4.5236 USD
Common Sell Transaction 500 4.5240 USD
Common Sell Transaction 19,799 4.5270 USD
Common Sell Transaction 5 4.5280 USD
Common Sell Transaction 13,146 4.5298 USD
Common Sell Transaction 100 4.5300 USD
Common Sell Transaction 10,288 4.5316 USD
Common Sell Transaction 800 4.5338 USD
Common Sell Transaction 500 4.5360 USD
Common Sell Transaction 400 4.5385 USD
Common Sell Transaction 442 4.5400 USD
Common Sell Transaction 920 4.5401 USD
Common Sell Transaction 1 4.5410 USD
Common Sell Transaction 900 4.5422 USD
Common Sell Transaction 2,840 4.5423 USD
Common Sell Transaction 700 4.5429 USD
Common Sell Transaction 157 4.5430 USD
Common Sell Transaction 3,860 4.5430 USD
Common Sell Transaction 396 4.5437 USD
Common Sell Transaction 2,095 4.5438 USD
Common Sell Transaction 2,994 4.5452 USD
Common Sell Transaction 53,646 4.5459 USD
Common Sell Transaction 717 4.5496 USD
Common Sell Transaction 607 4.5500 USD
Common Sell Transaction 601 4.5500 USD
Common Sell Transaction 199 4.5501 USD
Common Sell Transaction 228 4.5507 USD
Common Sell Transaction 500 4.5540 USD
Common Sell Transaction 58 4.5566 USD
Common Sell Transaction 15,270 4.5573 USD
Common Sell Transaction 932 4.5575 USD
Common Sell Transaction 975 4.5582 USD
Common Sell Transaction 141 4.5584 USD
Common Sell Transaction 65 4.5585 USD
Common Sell Transaction 4,100 4.5587 USD
Common Sell Transaction 646 4.5587 USD
Common Sell Transaction 1,036 4.5588 USD
Common Sell Transaction 1,677 4.5599 USD
Common Sell Transaction 1,894 4.5600 USD
Common Sell Transaction 1,119 4.5601 USD
Common Sell Transaction 584 4.5608 USD
Common Sell Transaction 1,553 4.5620 USD
Common Sell Transaction 393 4.5648 USD
Common Sell Transaction 3,458 4.5656 USD
Common Sell Transaction 2,000 4.5691 USD
Common Sell Transaction 98 4.5692 USD
Common Sell Transaction 4,427 4.5700 USD
Common Sell Transaction 51 4.5704 USD
Common Sell Transaction 4,463 4.5705 USD
Common Sell Transaction 1,345 4.5733 USD
Common Sell Transaction 840 4.5775 USD
Common Sell Transaction 100 4.5800 USD
Common Sell Transaction 323 4.5897 USD
Common Sell Transaction 1,561 4.5900 USD
Common Sell Transaction 552 4.5902 USD
Common Sell Transaction 1,304 4.5915 USD
Common Sell Transaction 400 4.5950 USD
Common Sell Transaction 157 4.5964 USD
Common Sell Transaction 67 4.5967 USD
Common Sell Transaction 8,160 4.5970 USD
Common Sell Transaction 1,000 4.5990 USD
Common Sell Transaction 0 4.5996 USD
Common Sell Transaction 34 4.5997 USD
Common Sell Transaction 999 4.6000 USD
Common Sell Transaction 100 4.6100 USD
Common Sell Transaction 700 4.6214 USD
Common Sell Transaction 1 4.6500 USD
Common Sell Transaction 400 4.6600 USD
Common Sell Transaction 299 4.6700 USD
Common Sell Transaction 4 4.6800 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 66 4.5061 USD
Common CFD Increasing long position 400 4.6150 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 20 5.0000 USD American 2025-Jun-20 0.1500 USD
Common Call Option Buy Transaction 5 4.0000 USD American 2025-Oct-17 1.0500 USD
Common Call Option Buy Transaction 1 5.0000 USD American 2026-Jul-17 1.1000 USD
Common Call Option DVP Transaction 20 5.0000 USD American 2025-Jun-20 0.1500 USD
Common Call Option DVP Transaction 1 5.0000 USD American 2025-Jun-20 0.2000 USD
Common Call Option DVP Transaction 5 5.0000 USD American 2025-Oct-17 0.6120 USD
Common Call Option DVP Transaction 10 4.0000 USD American 2025-Oct-17 1.0500 USD
Common Call Option DVP Transaction 1 5.0000 USD American 2026-Jul-17 1.1000 USD
Common Call Option RVP Transaction 20 5.0000 USD American 2025-Jun-20 0.1500 USD
Common Call Option RVP Transaction 1 5.0000 USD American 2025-Jun-20 0.2000 USD
Common Call Option RVP Transaction 5 5.0000 USD American 2025-Oct-17 0.6120 USD
Common Call Option RVP Transaction 10 4.0000 USD American 2025-Oct-17 1.0500 USD
Common Call Option RVP Transaction 1 5.0000 USD American 2026-Jul-17 1.1000 USD
Common Call Option Sell Transaction 2 5.0000 USD American 2025-Oct-17 0.6000 USD
Common Call Option Sell Transaction 3 5.0000 USD American 2025-Oct-17 0.6200 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: 16 May 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 -3,400 4.0 USD American 20/06/2025
Common Call Option Purchased 2,600 10.0 USD American 16/01/2026
Common Put Option Purchased -500 3.0 USD American 16/05/2025
Common Put Option Purchased -2,300 5.0 USD American 16/05/2025
Common Put Option Purchased -1,400 4.0 USD American 16/01/2026
Common Call Option Purchased 5,400 4.0 USD American 16/05/2025
Common Call Option Purchased 1,000,000 5.0 USD American 20/06/2025
Common Put Option Purchased -700 7.0 USD American 18/07/2025
Common Put Option Purchased -600 4.0 USD American 16/05/2025
Common Call Option Purchased 1,000 6.0 USD American 20/06/2025
Common Call Option Purchased 245,600 6.0 USD American 18/07/2025
Common Put Option Purchased -300 5.0 USD American 17/10/2025
Common Call Option Purchased 300 8.0 USD American 20/06/2025
Common Put Option Purchased -900 5.0 USD American 17/07/2026
Common Put Option Purchased -900 5.0 USD American 20/06/2025
Common Call Option Purchased 600,000 6.0 USD American 18/07/2025
Common Put Option Purchased -8,500 5.0 USD American 16/01/2026
Common Call Option Purchased 700 10.0 USD American 18/07/2025
Common Put Option Purchased -13,000 3.0 USD American 16/01/2026
Common Call Option Purchased 7,900 4.0 USD American 17/10/2025
Common Call Option Purchased 900 6.0 USD American 17/10/2025
Common Call Option Purchased 9,200 5.0 USD American 16/01/2026
Common Put Option Purchased -6,000 4.0 USD American 18/07/2025
Common Call Option Purchased 2,000 7.0 USD American 20/06/2025
Common Call Option Purchased 1,000 3.0 USD American 18/07/2025
Common Call Option Purchased 300 15.0 USD American 16/01/2026
Common Call Option Purchased 300 2.0 USD American 17/10/2025
Common Call Option Purchased 12,300 3.0 USD American 16/05/2025
Common Call Option Sold -200 3.0 USD American 20/06/2025
Common Put Option Sold 100 3.0 USD American 20/06/2025
Common Call Option Sold -400 3.0 USD American 17/07/2026
Common Call Option Sold -1,200 5.0 USD American 20/06/2025
Common Put Option Sold 100 5.0 USD American 18/07/2025
Common Call Option Sold -2,600 5.0 USD American 16/05/2025
Common Call Option Sold -100 2.0 USD American 17/07/2026
Common Call Option Sold -29,400 8.0 USD American 18/07/2025
Common Call Option Sold -2,300 4.0 USD American 20/06/2025
Common Call Option Sold -2,000 3.0 USD American 17/10/2025
Common Call Option Sold -118,100 7.0 USD American 16/01/2026
Common Call Option Sold -200 7.0 USD American 18/07/2025
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 Call Option Sold -36,100 5.0 USD American 17/07/2026
Common Call Option Sold -3,400 10.0 USD American 17/07/2026
Common Put Option Sold 99,900 8.0 USD American 20/06/2025
Common Call Option Sold -607,600 5.0 USD American 18/07/2025
Common Call Option Sold -800 6.0 USD American 16/01/2026
Common Call Option Sold -8,300 4.0 USD American 18/07/2025
Common Call Option Sold -95,300 5.0 USD American 17/10/2025
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
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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