REG - Citadel Group Dowlais Group PLC American Axle & Mfg. - Form 8.3 - American Axle & Manufacturing Holdings
10/06/2025 15:00
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RNS Number : 2215M Citadel Group 10 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: 9 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: 1,851,913 1.56 0 0.00
(2) Cash-settled derivatives: 655,492 0.55 0 0.00
(3) Stock-settled derivatives (including options) and agreements to 989,700 0.83 1,001,500 0.84
purchase/sell:
3,497,105 2.94 1,001,500 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 1,105 4.2528 USD
Common Buy Transaction 5 4.2550 USD
Common Buy Transaction 1,619 4.2600 USD
Common Buy Transaction 559 4.2700 USD
Common Buy Transaction 396 4.2713 USD
Common Buy Transaction 498 4.2720 USD
Common Buy Transaction 470 4.2724 USD
Common Buy Transaction 1 4.2744 USD
Common Buy Transaction 1 4.2800 USD
Common Buy Transaction 728 4.2850 USD
Common Buy Transaction 1 4.2883 USD
Common Buy Transaction 97 4.2900 USD
Common Buy Transaction 10 4.2910 USD
Common Buy Transaction 8,176 4.2914 USD
Common Buy Transaction 113 4.2921 USD
Common Buy Transaction 10,600 4.2992 USD
Common Buy Transaction 1,855 4.3000 USD
Common Buy Transaction 600 4.3033 USD
Common Buy Transaction 8,134 4.3036 USD
Common Buy Transaction 10 4.3050 USD
Common Buy Transaction 256 4.3053 USD
Common Buy Transaction 1,159 4.3056 USD
Common Buy Transaction 962 4.3100 USD
Common Buy Transaction 300 4.3133 USD
Common Buy Transaction 200 4.3150 USD
Common Buy Transaction 382 4.3200 USD
Common Buy Transaction 1,172 4.3207 USD
Common Buy Transaction 964 4.3212 USD
Common Buy Transaction 190 4.3232 USD
Common Buy Transaction 85 4.3250 USD
Common Buy Transaction 261 4.3253 USD
Common Buy Transaction 425 4.3258 USD
Common Buy Transaction 290 4.3272 USD
Common Buy Transaction 229 4.3275 USD
Common Buy Transaction 185 4.3282 USD
Common Buy Transaction 901 4.3300 USD
Common Buy Transaction 221 4.3300 USD
Common Buy Transaction 177 4.3314 USD
Common Buy Transaction 512 4.3331 USD
Common Buy Transaction 153 4.3344 USD
Common Buy Transaction 372 4.3350 USD
Common Buy Transaction 10,800 4.3355 USD
Common Buy Transaction 3,151 4.3356 USD
Common Buy Transaction 29,510 4.3388 USD
Common Buy Transaction 8,400 4.3419 USD
Common Buy Transaction 800 4.3425 USD
Common Buy Transaction 1,439 4.3428 USD
Common Buy Transaction 77 4.3443 USD
Common Buy Transaction 200 4.3450 USD
Common Buy Transaction 437 4.3451 USD
Common Buy Transaction 257 4.3461 USD
Common Buy Transaction 22,941 4.3499 USD
Common Buy Transaction 2,893 4.3500 USD
Common Buy Transaction 2,917 4.3512 USD
Common Buy Transaction 800 4.3513 USD
Common Buy Transaction 14,739 4.3533 USD
Common Buy Transaction 1,616 4.3546 USD
Common Buy Transaction 600 4.3550 USD
Common Buy Transaction 1,300 4.3562 USD
Common Buy Transaction 948 4.3571 USD
Common Buy Transaction 2,000 4.3575 USD
Common Buy Transaction 2,530 4.3575 USD
Common Buy Transaction 1,689 4.3582 USD
Common Buy Transaction 858 4.3588 USD
Common Buy Transaction 6,728 4.3600 USD
Common Buy Transaction 3,604 4.3620 USD
Common Buy Transaction 800 4.3625 USD
Common Buy Transaction 400 4.3637 USD
Common Buy Transaction 7,678 4.3645 USD
Common Buy Transaction 6,731 4.3689 USD
Common Buy Transaction 1,205 4.3698 USD
Common Buy Transaction 400 4.3709 USD
Common Buy Transaction 862 4.3749 USD
Common Buy Transaction 1,454 4.3777 USD
Common Buy Transaction 573 4.3800 USD
Common Buy Transaction 800 4.3812 USD
Common Buy Transaction 1,091 4.3837 USD
Common Buy Transaction 58 4.3900 USD
Common Buy Transaction 449 4.4000 USD
Common DVP Transaction 1 4.0500 USD
Common DVP Transaction 130 4.2500 USD
Common DVP Transaction 21 4.2552 USD
Common DVP Transaction 60 4.2600 USD
Common DVP Transaction 111 4.2650 USD
Common DVP Transaction 1,700 4.2679 USD
Common DVP Transaction 59 4.2700 USD
Common DVP Transaction 300 4.2750 USD
Common DVP Transaction 15,091 4.2784 USD
Common DVP Transaction 100 4.2850 USD
Common DVP Transaction 1,100 4.2852 USD
Common DVP Transaction 460 4.2950 USD
Common DVP Transaction 928 4.2991 USD
Common DVP Transaction 3,952 4.3033 USD
Common DVP Transaction 5,830 4.3043 USD
Common DVP Transaction 1,291 4.3048 USD
Common DVP Transaction 3,747 4.3049 USD
Common DVP Transaction 600 4.3050 USD
Common DVP Transaction 2,906 4.3064 USD
Common DVP Transaction 6,252 4.3097 USD
Common DVP Transaction 260 4.3100 USD
Common DVP Transaction 10,773 4.3125 USD
Common DVP Transaction 400 4.3125 USD
Common DVP Transaction 200 4.3150 USD
Common DVP Transaction 65 4.3151 USD
Common DVP Transaction 502 4.3169 USD
Common DVP Transaction 300 4.3217 USD
Common DVP Transaction 400 4.3325 USD
Common DVP Transaction 272 4.4000 USD
Common RVP Transaction 1 4.0500 USD
Common RVP Transaction 21 4.2552 USD
Common RVP Transaction 60 4.2600 USD
Common RVP Transaction 59 4.2700 USD
Common RVP Transaction 57,273 4.2982 USD
Common RVP Transaction 60 4.3100 USD
Common RVP Transaction 337 4.3836 USD
Common Sell Transaction 377 4.2500 USD
Common Sell Transaction 84 4.2550 USD
Common Sell Transaction 869 4.2599 USD
Common Sell Transaction 1,481 4.2600 USD
Common Sell Transaction 1 4.2668 USD
Common Sell Transaction 14,689 4.2700 USD
Common Sell Transaction 4 4.2800 USD
Common Sell Transaction 150 4.2900 USD
Common Sell Transaction 454 4.2944 USD
Common Sell Transaction 540 4.2997 USD
Common Sell Transaction 1 4.3000 USD
Common Sell Transaction 18,228 4.3073 USD
Common Sell Transaction 13 4.3092 USD
Common Sell Transaction 3,951 4.3098 USD
Common Sell Transaction 2 4.3100 USD
Common Sell Transaction 400 4.3125 USD
Common Sell Transaction 666 4.3126 USD
Common Sell Transaction 127 4.3150 USD
Common Sell Transaction 358 4.3154 USD
Common Sell Transaction 1,891 4.3157 USD
Common Sell Transaction 2,797 4.3166 USD
Common Sell Transaction 1,695 4.3177 USD
Common Sell Transaction 30 4.3183 USD
Common Sell Transaction 3,960 4.3185 USD
Common Sell Transaction 1,717 4.3188 USD
Common Sell Transaction 48 4.3200 USD
Common Sell Transaction 638 4.3208 USD
Common Sell Transaction 600 4.3210 USD
Common Sell Transaction 1,399 4.3239 USD
Common Sell Transaction 1,124 4.3254 USD
Common Sell Transaction 144 4.3254 USD
Common Sell Transaction 1,832 4.3264 USD
Common Sell Transaction 2,173 4.3274 USD
Common Sell Transaction 10,018 4.3291 USD
Common Sell Transaction 1,020 4.3291 USD
Common Sell Transaction 19,941 4.3296 USD
Common Sell Transaction 519 4.3300 USD
Common Sell Transaction 570 4.3305 USD
Common Sell Transaction 276 4.3311 USD
Common Sell Transaction 500 4.3320 USD
Common Sell Transaction 5,568 4.3329 USD
Common Sell Transaction 32 4.3331 USD
Common Sell Transaction 725 4.3346 USD
Common Sell Transaction 356 4.3346 USD
Common Sell Transaction 1,100 4.3355 USD
Common Sell Transaction 231 4.3368 USD
Common Sell Transaction 104 4.3369 USD
Common Sell Transaction 2,916 4.3370 USD
Common Sell Transaction 1,307 4.3385 USD
Common Sell Transaction 1,132 4.3392 USD
Common Sell Transaction 289 4.3400 USD
Common Sell Transaction 11,081 4.3402 USD
Common Sell Transaction 499 4.3436 USD
Common Sell Transaction 1,111 4.3449 USD
Common Sell Transaction 1,000 4.3450 USD
Common Sell Transaction 600 4.3458 USD
Common Sell Transaction 726 4.3477 USD
Common Sell Transaction 5,665 4.3488 USD
Common Sell Transaction 1,459 4.3489 USD
Common Sell Transaction 900 4.3489 USD
Common Sell Transaction 559 4.3494 USD
Common Sell Transaction 500 4.3500 USD
Common Sell Transaction 2,289 4.3536 USD
Common Sell Transaction 100 4.3550 USD
Common Sell Transaction 1,310 4.3575 USD
Common Sell Transaction 1,020 4.3579 USD
Common Sell Transaction 600 4.3582 USD
Common Sell Transaction 2,424 4.3600 USD
Common Sell Transaction 1,283 4.3622 USD
Common Sell Transaction 400 4.3625 USD
Common Sell Transaction 364 4.3625 USD
Common Sell Transaction 858 4.3638 USD
Common Sell Transaction 600 4.3650 USD
Common Sell Transaction 300 4.3667 USD
Common Sell Transaction 960 4.3685 USD
Common Sell Transaction 300 4.3767 USD
Common Sell Transaction 35 4.3794 USD
Common Sell Transaction 1,920 4.3800 USD
Common Sell Transaction 300 4.3833 USD
Common Sell Transaction 604 4.3895 USD
Common Sell Transaction 4,200 4.3900 USD
Common Sell Transaction 3,786 4.3901 USD
Common Sell Transaction 707 4.3909 USD
Common Sell Transaction 2,212 4.3912 USD
Common Sell Transaction 1,178 4.3962 USD
Common Sell Transaction 67 4.3976 USD
Common Sell Transaction 2,300 4.3987 USD
Common Sell Transaction 1,500 4.3993 USD
Common Sell Transaction 200 4.4000 USD
Common Sell Transaction 200 4.4050 USD
Common Sell Transaction 1,144 4.4063 USD
Common Sell Transaction 2,765 4.4081 USD
Common Sell Transaction 200 4.4150 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 872 4.2550 USD
Common CFD Reducing long position 4,185 4.2616 USD
Common CFD Reducing long position 4,417 4.2686 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 50 5.0000 USD American 2025-Jun-20 0.7000 USD
Common Call Option Buy Transaction 1 3.0000 USD American 2026-Jul-17 1.9000 USD
Common Call Option DVP Transaction 1 3.0000 USD American 2026-Jul-17 1.9000 USD
Common Call Option RVP Transaction 1 3.0000 USD American 2026-Jul-17 1.9000 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: 10 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 1,000 6.0 USD American 20/06/2025
Common Call Option Purchased 200 6.0 USD American 17/10/2025
Common Call Option Purchased 13,900 4.0 USD American 17/10/2025
Common Put Option Purchased -6,300 5.0 USD American 20/06/2025
Common Put Option Purchased -700 7.0 USD American 18/07/2025
Common Call Option Purchased 256,200 6.0 USD American 18/07/2025
Common Call Option Purchased 600,000 6.0 USD American 18/07/2025
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 Call Option Purchased 300 15.0 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 Put Option Purchased -8,500 5.0 USD American 16/01/2026
Common Put Option Purchased -8,100 4.0 USD American 20/06/2025
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 -1,500 4.0 USD American 16/01/2026
Common Call Option Purchased 9,200 5.0 USD American 16/01/2026
Common Put Option Purchased -100 7.0 USD American 17/10/2025
Common Call Option Purchased 200 8.0 USD American 20/06/2025
Common Call Option Purchased 300 2.0 USD American 17/10/2025
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 Put Option Purchased -900 5.0 USD American 17/07/2026
Common Call Option Sold -2,400 10.0 USD American 17/07/2026
Common Put Option Sold 98,900 8.0 USD American 20/06/2025
Common Call Option Sold -200 7.0 USD American 18/07/2025
Common Call Option Sold -29,400 8.0 USD American 18/07/2025
Common Call Option Sold -9,700 4.0 USD American 18/07/2025
Common Put Option Sold 100 3.0 USD American 20/06/2025
Common Put Option Sold 3,000 3.0 USD American 17/10/2025
Common Call Option Sold -3,500 5.0 USD American 20/06/2025
Common Call Option Sold -117,900 7.0 USD American 16/01/2026
Common Call Option Sold -300 4.0 USD American 20/06/2025
Common Call Option Sold -1,100 7.0 USD American 17/07/2026
Common Call Option Sold -643,700 5.0 USD American 18/07/2025
Common Call Option Sold -100 2.0 USD American 17/07/2026
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 Put Option Sold 100 5.0 USD American 18/07/2025
Common Call Option Sold -2,500 4.0 USD American 17/07/2026
Common Call Option Sold -300 3.0 USD American 17/07/2026
Common Call Option Sold -36,000 5.0 USD American 17/07/2026
Common Call Option Sold -200 3.0 USD American 20/06/2025
Common Call Option Sold -1,400 3.0 USD American 16/01/2026
Common Call Option Sold -500 4.0 USD American 16/01/2026
Common Call Option Sold -96,400 5.0 USD American 17/10/2025
Common Call Option Sold -300 6.0 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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