Last checked at 25 Mar 2024 15:00
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 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. | N/A |
(c) Name of offeror/offeree in relation to whose relevant securities this form relates: Use a separate form for each offeror/offeree | DIRECT LINE INSURANCE GROUP PLC |
(d) If an exempt fund manager connected with an offeror/offeree, state this and specify identity of offeror/offeree: | N/A |
(e) Date position held/dealing undertaken: For an opening position disclosure, state the latest practicable date prior to the disclosure | 22 March 2024 |
(f) In addition to the company in 1(c) above, is the discloser making disclosures in respect of any other party to the offer? If it is a cash offer or possible cash offer, state "N/A" | YES AGEAS SA/NV |
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: Common Stock | ISIN GB00BY9D0Y18 | |||
| Interests | Short positions | ||
| Number | % | Number | % |
(1) Relevant securities owned and/or controlled: | 257,513 | 0.01 | 34,869 | 0.00 |
(2) Cash-settled derivatives:
| 19,090,707 | 1.45 | 0 | 0.00 |
(3) Stock-settled derivatives (including options) and agreements to purchase/sell: | 0 | 0.00 | 0 | 0.00 |
TOTAL: | 19,348,220 | 1.47 | 34,869 | 0.00 |
Class of relevant security: Common Stock | ISIN XS1728036366 | |||
| Interests | Short positions | ||
| Number | % | Number | % |
(1) Relevant securities owned and/or controlled: | 0 | 0.00 | 0 | 0.00 |
(2) Cash-settled derivatives:
| 0 | 0.00 | 0 | 0.00 |
(3) Stock-settled derivatives (including options) and agreements to purchase/sell: | 0 | 0.00 | 0 | 0.00 |
TOTAL: | 0 | 0.00 | 0 | 0.00 |
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 | 1,985 | 2.0940 GBP |
Common | Buy Transaction | 744 | 2.0960 GBP |
Common | Buy Transaction | 3,275 | 2.0970 GBP |
Common | Buy Transaction | 3,598 | 2.0980 GBP |
Common | Buy Transaction | 12,179 | 2.0990 GBP |
Common | Buy Transaction | 10,673 | 2.1000 GBP |
Common | Buy Transaction | 1,188 | 2.1010 GBP |
Common | Buy Transaction | 78 | 2.1015 GBP |
Common | Buy Transaction | 3,535 | 2.1020 GBP |
Common | Buy Transaction | 76 | 2.1025 GBP |
Common | Buy Transaction | 2,519 | 2.1030 GBP |
Common | Buy Transaction | 3,514 | 2.1040 GBP |
Common | Buy Transaction | 3,364 | 2.1050 GBP |
Common | Buy Transaction | 6,992 | 2.1060 GBP |
Common | Buy Transaction | 2,847 | 2.1065 GBP |
Common | Buy Transaction | 5,091 | 2.1070 GBP |
Common | Buy Transaction | 3,186 | 2.1075 GBP |
Common | Buy Transaction | 1,600 | 2.1080 GBP |
Common | Buy Transaction | 2,238 | 2.1085 GBP |
Common | Buy Transaction | 8,060 | 2.1090 GBP |
Common | Buy Transaction | 3,784 | 2.1100 GBP |
Common | Buy Transaction | 6,229 | 2.1105 GBP |
Common | Buy Transaction | 3,792 | 2.1110 GBP |
Common | Buy Transaction | 6,286 | 2.1115 GBP |
Common | Buy Transaction | 12,835 | 2.1120 GBP |
Common | Buy Transaction | 4,268 | 2.1125 GBP |
Common | Buy Transaction | 9,135 | 2.1130 GBP |
Common | Buy Transaction | 5,967 | 2.1140 GBP |
Common | Buy Transaction | 270 | 2.1150 GBP |
Common | Buy Transaction | 1,612 | 2.1155 GBP |
Common | Buy Transaction | 2,224 | 2.1160 GBP |
Common | Buy Transaction | 1,248 | 2.1180 GBP |
Common | Buy Transaction | 10,116 | 2.1190 GBP |
Common | Buy Transaction | 1,500 | 2.1270 GBP |
Common | Buy Transaction | 47,740 | 2.1280 GBP |
Common | Buy Transaction | 442 | 2.1290 GBP |
Common | Buy Transaction | 2,113 | 2.1300 GBP |
Common | Buy Transaction | 10 | 2.1400 GBP |
Common | Buy Transaction | 2,200 | 2.1450 GBP |
Common | Buy Transaction | 2,400 | 2.1490 GBP |
Common | Buy Transaction | 5,300 | 2.1550 GBP |
Common | Buy Transaction | 2,200 | 2.1560 GBP |
Common | Buy Transaction | 250 | 9.9000 USD |
Common | Buy Transaction | 300 | 10.2000 USD |
Common | Sell Transaction | 17,023 | 2.0950 GBP |
Common | Sell Transaction | 65 | 2.0960 GBP |
Common | Sell Transaction | 860 | 2.0970 GBP |
Common | Sell Transaction | 763 | 2.0980 GBP |
Common | Sell Transaction | 4,645 | 2.0990 GBP |
Common | Sell Transaction | 30,830 | 2.1000 GBP |
Common | Sell Transaction | 12,221 | 2.1010 GBP |
Common | Sell Transaction | 221 | 2.1020 GBP |
Common | Sell Transaction | 4,728 | 2.1030 GBP |
Common | Sell Transaction | 7,453 | 2.1040 GBP |
Common | Sell Transaction | 13,767 | 2.1050 GBP |
Common | Sell Transaction | 3,147 | 2.1060 GBP |
Common | Sell Transaction | 4,534 | 2.1070 GBP |
Common | Sell Transaction | 16,535 | 2.1080 GBP |
Common | Sell Transaction | 21,375 | 2.1090 GBP |
Common | Sell Transaction | 38,664 | 2.1100 GBP |
Common | Sell Transaction | 3,791 | 2.1110 GBP |
Common | Sell Transaction | 1,726 | 2.1120 GBP |
Common | Sell Transaction | 1,614 | 2.1130 GBP |
Common | Sell Transaction | 5,093 | 2.1140 GBP |
Common | Sell Transaction | 4,730 | 2.1150 GBP |
Common | Sell Transaction | 2,000 | 2.1160 GBP |
Common | Sell Transaction | 25 | 2.1170 GBP |
Common | Sell Transaction | 89 | 2.1180 GBP |
Common | Sell Transaction | 2,830 | 2.1190 GBP |
Common | Sell Transaction | 6,150 | 2.1200 GBP |
Common | Sell Transaction | 17,744 | 2.1230 GBP |
Common | Sell Transaction | 1,226 | 2.1240 GBP |
Common | Sell Transaction | 3,423 | 2.1250 GBP |
Common | Sell Transaction | 443 | 2.1260 GBP |
Common | Sell Transaction | 7,114 | 2.1270 GBP |
Common | Sell Transaction | 3,300 | 2.1360 GBP |
Common | Sell Transaction | 2,300 | 2.1540 GBP |
Common | Sell Transaction | 1,900 | 2.1550 GBP |
Common | Sell Transaction | 250 | 9.9000 USD |
Common | Sell Transaction | 300 | 10.2000 USD |
(b) Cash-settled derivative transactions
Class of relevant security | Product description e.g. CFD | Nature of dealing e.g. opening/closing a long/short position, increasing/reducing a long/short position | Number of reference securities | Price per unit |
Common | CFD | Increasing long position | 2,987 | 2.0900 GBP |
Common | CFD | Reducing long position | 291,818 | 2.0900 GBP |
Common | CFD | Reducing long position | 85,872 | 2.0905 GBP |
Common | CFD | Reducing long position | 51,534 | 2.0905 GBP |
Common | CFD | Reducing long position | 36,997 | 2.0918 GBP |
Common | CFD | Reducing long position | 17,185 | 2.0920 GBP |
Common | CFD | Reducing long position | 69,300 | 2.1000 GBP |
Common | CFD | Increasing long position | 34,997 | 2.1023 GBP |
Common | CFD | Reducing long position | 1,145 | 2.1025 GBP |
Common | CFD | Reducing long position | 430,339 | 2.1035 GBP |
Common | CFD | Reducing long position | 8,170 | 2.1038 GBP |
Common | CFD | Reducing long position | 17,527 | 2.1038 GBP |
Common | CFD | Reducing long position | 6,360 | 2.1047 GBP |
Common | CFD | Reducing long position | 10,604 | 2.1047 GBP |
Common | CFD | Reducing long position | 5,936 | 2.1050 GBP |
Common | CFD | Reducing long position | 9,897 | 2.1050 GBP |
Common | CFD | Reducing long position | 8,668 | 2.1050 GBP |
Common | CFD | Reducing long position | 17,968 | 2.1050 GBP |
Common | CFD | Reducing long position | 27,656 | 2.1057 GBP |
Common | CFD | Reducing long position | 51,279 | 2.1061 GBP |
Common | CFD | Increasing long position | 29,030 | 2.1061 GBP |
Common | CFD | Increasing long position | 24,717 | 2.1069 GBP |
Common | CFD | Increasing long position | 37,614 | 2.1069 GBP |
Common | CFD | Reducing long position | 25,583 | 2.1069 GBP |
Common | CFD | Reducing long position | 15,349 | 2.1069 GBP |
Common | CFD | Reducing long position | 22,303 | 2.1074 GBP |
Common | CFD | Reducing long position | 45,936 | 2.1077 GBP |
Common | CFD | Reducing long position | 250,000 | 2.1080 GBP |
Common | CFD | Reducing long position | 64,201 | 2.1085 GBP |
Common | CFD | Reducing long position | 38,515 | 2.1085 GBP |
Common | CFD | Reducing long position | 4,382 | 2.1086 GBP |
Common | CFD | Reducing long position | 7,314 | 2.1086 GBP |
Common | CFD | Reducing long position | 6,557 | 2.1087 GBP |
Common | CFD | Reducing long position | 13,753 | 2.1087 GBP |
Common | CFD | Reducing long position | 1,960,000 | 2.1089 GBP |
Common | CFD | Reducing long position | 840,000 | 2.1097 GBP |
Common | CFD | Increasing long position | 111 | 2.1130 GBP |
Common | CFD | Reducing long position | 965 | 2.1133 GBP |
Common | CFD | Reducing long position | 438 | 2.1133 GBP |
Common | CFD | Reducing long position | 1,502 | 2.1133 GBP |
Common | CFD | Reducing long position | 2,505 | 2.1133 GBP |
Common | CFD | Reducing long position | 13,808 | 2.1148 GBP |
Common | CFD | Reducing long position | 3,004 | 2.1213 GBP |
(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 e.g. American, European etc. | Expiry date | Option money paid/ received per unit |
(ii) Exercise
Class of relevant security | Product description e.g. call option | Exercising/ exercised against | Number of securities | Exercise price per unit |
(d) Other dealings (including subscribing for new securities)
Class of relevant security | Nature of dealing e.g. subscription, conversion | Details | Price per unit (if applicable) |
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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
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(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
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(c) Attachments
Is a Supplemental Form 8 (Open Positions) attached? | NO |
Date of disclosure: | 25 March 2024 |
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.