Last checked at 7 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 | 6 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: | 73,146 | 0.00 | 113,012 | 0.00 |
(2) Cash-settled derivatives:
| 24,213,193 | 1.84 | 130,077 | 0.00 |
(3) Stock-settled derivatives (including options) and agreements to purchase/sell: | 0 | 0.00 | 0 | 0.00 |
TOTAL: | 24,286,339 | 1.85 | 243,089 | 0.01 |
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 | 5,149 | 2.1500 GBP |
Common | Buy Transaction | 6,455 | 2.1510 GBP |
Common | Buy Transaction | 828 | 2.1560 GBP |
Common | Buy Transaction | 625 | 2.1570 GBP |
Common | Buy Transaction | 3,529 | 2.1590 GBP |
Common | Buy Transaction | 672 | 2.1600 GBP |
Common | Buy Transaction | 1,900 | 2.1610 GBP |
Common | Buy Transaction | 41 | 2.1650 GBP |
Common | Buy Transaction | 1,075 | 2.1660 GBP |
Common | Buy Transaction | 8,713 | 2.1680 GBP |
Common | Buy Transaction | 246 | 2.1685 GBP |
Common | Buy Transaction | 8,076 | 2.1690 GBP |
Common | Buy Transaction | 8,527 | 2.1700 GBP |
Common | Buy Transaction | 16,733 | 2.1710 GBP |
Common | Buy Transaction | 4,463 | 2.1720 GBP |
Common | Buy Transaction | 3,430 | 2.1730 GBP |
Common | Buy Transaction | 2,584 | 2.1740 GBP |
Common | Buy Transaction | 9,312 | 2.1750 GBP |
Common | Buy Transaction | 14,094 | 2.1760 GBP |
Common | Buy Transaction | 11,401 | 2.1770 GBP |
Common | Buy Transaction | 1,372 | 2.1785 GBP |
Common | Buy Transaction | 744 | 2.1790 GBP |
Common | Buy Transaction | 989 | 2.1795 GBP |
Common | Buy Transaction | 33,198 | 2.1800 GBP |
Common | Buy Transaction | 5,019 | 2.1810 GBP |
Common | Buy Transaction | 1,800 | 2.1820 GBP |
Common | Buy Transaction | 4,680 | 2.1830 GBP |
Common | Buy Transaction | 1,101 | 2.1840 GBP |
Common | Buy Transaction | 4,204 | 2.1850 GBP |
Common | Buy Transaction | 11,511 | 2.1860 GBP |
Common | Buy Transaction | 4,810 | 2.1870 GBP |
Common | Buy Transaction | 736 | 2.1880 GBP |
Common | Buy Transaction | 3,296 | 2.1890 GBP |
Common | Buy Transaction | 5,396 | 2.1900 GBP |
Common | Buy Transaction | 21 | 2.1910 GBP |
Common | Buy Transaction | 1,800 | 2.1940 GBP |
Common | Buy Transaction | 3,245 | 2.1950 GBP |
Common | Sell Transaction | 4,969 | 2.1510 GBP |
Common | Sell Transaction | 2,983 | 2.1590 GBP |
Common | Sell Transaction | 426 | 2.1640 GBP |
Common | Sell Transaction | 7,141 | 2.1650 GBP |
Common | Sell Transaction | 4,312 | 2.1670 GBP |
Common | Sell Transaction | 540 | 2.1680 GBP |
Common | Sell Transaction | 2,761 | 2.1690 GBP |
Common | Sell Transaction | 6,060 | 2.1700 GBP |
Common | Sell Transaction | 12,546 | 2.1710 GBP |
Common | Sell Transaction | 8,308 | 2.1720 GBP |
Common | Sell Transaction | 7,422 | 2.1725 GBP |
Common | Sell Transaction | 3,462 | 2.1730 GBP |
Common | Sell Transaction | 4,260 | 2.1740 GBP |
Common | Sell Transaction | 9,007 | 2.1750 GBP |
Common | Sell Transaction | 3,010 | 2.1760 GBP |
Common | Sell Transaction | 7,689 | 2.1770 GBP |
Common | Sell Transaction | 10,123 | 2.1780 GBP |
Common | Sell Transaction | 2,458 | 2.1790 GBP |
Common | Sell Transaction | 98 | 2.1795 GBP |
Common | Sell Transaction | 21,589 | 2.1800 GBP |
Common | Sell Transaction | 1,042 | 2.1810 GBP |
Common | Sell Transaction | 5,091 | 2.1820 GBP |
Common | Sell Transaction | 711 | 2.1830 GBP |
Common | Sell Transaction | 2,072 | 2.1840 GBP |
Common | Sell Transaction | 10,540 | 2.1850 GBP |
Common | Sell Transaction | 3,491 | 2.1860 GBP |
Common | Sell Transaction | 3,474 | 2.1870 GBP |
Common | Sell Transaction | 2,865 | 2.1880 GBP |
Common | Sell Transaction | 6,365 | 2.1890 GBP |
Common | Sell Transaction | 2,116 | 2.1900 GBP |
Common | Sell Transaction | 8,050 | 2.1930 GBP |
Common | Sell Transaction | 9,227 | 2.1940 GBP |
Common | Sell Transaction | 232 | 2.1965 GBP |
(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 | Reducing long position | 88,606 | 2.1630 GBP |
Common | CFD | Reducing long position | 72,027 | 2.1668 GBP |
Common | CFD | Reducing long position | 11,387 | 2.1674 GBP |
Common | CFD | Reducing long position | 18,981 | 2.1674 GBP |
Common | CFD | Reducing long position | 1,681 | 2.1695 GBP |
Common | CFD | Reducing long position | 625 | 2.1697 GBP |
Common | CFD | Reducing long position | 9,337 | 2.1717 GBP |
Common | CFD | Reducing long position | 4,253 | 2.1737 GBP |
Common | CFD | Reducing long position | 7,082 | 2.1737 GBP |
Common | CFD | Reducing long position | 8,630 | 2.1737 GBP |
Common | CFD | Reducing long position | 30,955 | 2.1745 GBP |
Common | CFD | Reducing long position | 55,494 | 2.1750 GBP |
Common | CFD | Reducing long position | 136,995 | 2.1754 GBP |
Common | CFD | Reducing long position | 309,543 | 2.1762 GBP |
Common | CFD | Reducing long position | 19,526 | 2.1764 GBP |
Common | CFD | Reducing long position | 92,900 | 2.1768 GBP |
Common | CFD | Reducing long position | 23,341 | 2.1772 GBP |
Common | CFD | Reducing long position | 5,277 | 2.1774 GBP |
Common | CFD | Reducing long position | 155,390 | 2.1780 GBP |
Common | CFD | Reducing long position | 166,616 | 2.1782 GBP |
Common | CFD | Reducing long position | 202 | 2.1790 GBP |
Common | CFD | Reducing long position | 50,888 | 2.1795 GBP |
Common | CFD | Reducing long position | 64,722 | 2.1800 GBP |
Common | CFD | Reducing long position | 63,381 | 2.1815 GBP |
Common | CFD | Reducing long position | 7,191 | 2.1828 GBP |
Common | CFD | Reducing long position | 1,143 | 2.1829 GBP |
Common | CFD | Reducing long position | 4,430 | 2.1829 GBP |
Common | CFD | Reducing long position | 1,906 | 2.1829 GBP |
Common | CFD | Increasing long position | 553 | 2.1860 GBP |
Common | CFD | Reducing long position | 82,300 | 2.1900 GBP |
Common | CFD | Reducing long position | 24,170 | 2.1905 GBP |
Common | CFD | Reducing long position | 175,000 | 2.1921 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: | 7 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.