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Form 8.3 - Takeaway.com N.V.

30 Sep 2019 15:00

RNS Number : 1441O
Citadel Group
30 September 2019
 

 

 

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.

(c) Name of offeror/offeree in relation to whose relevant

securities this form relates:

Use a separate form for each offeror/offeree

TAKEAWAY.COM HOLDING BV

(d) If an exempt fund manager connected with an

offeror/offeree, state this and specify identity of

offeror/offeree:

(e) Date position held/dealing undertaken:

For an opening position disclosure, state the latest

practicable date prior to the disclosure

27 September, 2019

(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"

JUST EAT PLC

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 NL0012015705

Interests

Short Positions

Number

%

Number

%

(1) Relevant securities owned and/or controlled:

24,502

0.04

667,636

1.09

(2) Cash-settled derivatives:

20,090

0.03

3,584

0.01

(3) Stock-settled derivatives (including options) and agreements to purchase/sell:

8,900

0.01

26,600

0.04

TOTAL:

53,492

0.09

697,820

1.14

Class of relevant security:

Convertible Bond ISIN XS1940192039

Interests

Short Positions

Number

%

Number

%

(1) Relevant securities owned and/or controlled:

53,100,000

21.24

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:

53,100,000

21.24

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:

Details, including nature of the rights concerned and relevant percentages:

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

ISIN NL0012015705

Purchase/sale

Number of securities

Price per unit

Common Stock

Purchase

63

72.5 EUR

Common Stock

Purchase

78

72.5 EUR

Common Stock

Purchase

1,231

72.55 EUR

Common Stock

Purchase

20

72.575 EUR

Common Stock

Purchase

330

72.6 EUR

Common Stock

Purchase

725

72.6 EUR

Common Stock

Purchase

194

72.65 EUR

Common Stock

Purchase

284

72.65 EUR

Common Stock

Purchase

358

72.7 EUR

Common Stock

Purchase

800

72.7 EUR

Common Stock

Purchase

293

72.75 EUR

Common Stock

Purchase

350

72.75 EUR

Common Stock

Purchase

98

72.8 EUR

Common Stock

Purchase

544

72.8 EUR

Common Stock

Purchase

230

72.85 EUR

Common Stock

Purchase

1,342

72.85 EUR

Common Stock

Purchase

224

72.9 EUR

Common Stock

Purchase

878

72.9 EUR

Common Stock

Purchase

99

72.95 EUR

Common Stock

Purchase

2,340

72.95 EUR

Common Stock

Purchase

68

73 EUR

Common Stock

Purchase

3,200

73 EUR

Common Stock

Purchase

111

73.05 EUR

Common Stock

Purchase

888

73.05 EUR

Common Stock

Purchase

285

73.1 EUR

Common Stock

Purchase

3,180

73.1 EUR

Common Stock

Purchase

274

73.15 EUR

Common Stock

Purchase

1,871

73.15 EUR

Common Stock

Purchase

213

73.2 EUR

Common Stock

Purchase

521

73.2 EUR

Common Stock

Purchase

29

73.225 EUR

Common Stock

Purchase

216

73.25 EUR

Common Stock

Purchase

987

73.25 EUR

Common Stock

Purchase

66

73.3 EUR

Common Stock

Purchase

1,268

73.3 EUR

Common Stock

Purchase

215

73.4 EUR

Common Stock

Purchase

144

73.45 EUR

Common Stock

Purchase

209

73.5 EUR

Common Stock

Purchase

13

73.6 EUR

Common Stock

Sale

-380

72.55 EUR

Common Stock

Sale

-188

72.55 EUR

Common Stock

Sale

-335

72.6 EUR

Common Stock

Sale

-684

72.65 EUR

Common Stock

Sale

-197

72.65 EUR

Common Stock

Sale

-844

72.7 EUR

Common Stock

Sale

-474

72.7 EUR

Common Stock

Sale

-27

72.725 EUR

Common Stock

Sale

-1,410

72.75 EUR

Common Stock

Sale

-364

72.75 EUR

Common Stock

Sale

-1,574

72.8 EUR

Common Stock

Sale

-500

72.8 EUR

Common Stock

Sale

-385

72.8 EUR

Common Stock

Sale

-354

72.8 EUR

Common Stock

Sale

-978

72.85 EUR

Common Stock

Sale

-106

72.85 EUR

Common Stock

Sale

-2,799

72.9 EUR

Common Stock

Sale

-92

72.9 EUR

Common Stock

Sale

-1,457

72.95 EUR

Common Stock

Sale

-227

72.95 EUR

Common Stock

Sale

-58

72.998707 EUR

Common Stock

Sale

-7,309

72.999316 EUR

Common Stock

Sale

-3,507

72.999344 EUR

Common Stock

Sale

-888

72.999859 EUR

Common Stock

Sale

-1,787

72.99986 EUR

Common Stock

Sale

-829

73 EUR

Common Stock

Sale

-17

73 EUR

Common Stock

Sale

-793

73.05 EUR

Common Stock

Sale

-118

73.05 EUR

Common Stock

Sale

-1,053

73.050522 EUR

Common Stock

Sale

-4,253

73.053392 EUR

Common Stock

Sale

-2,329

73.053939 EUR

Common Stock

Sale

-9,191

73.05411 EUR

Common Stock

Sale

-142

73.06919 EUR

Common Stock

Sale

-937

73.1 EUR

Common Stock

Sale

-297

73.1 EUR

Common Stock

Sale

-15

73.103333 EUR

Common Stock

Sale

-1,475

73.15 EUR

Common Stock

Sale

-631

73.15 EUR

Common Stock

Sale

-4

73.1625 EUR

Common Stock

Sale

-1,454

73.2 EUR

Common Stock

Sale

-315

73.2 EUR

Common Stock

Sale

-3,200

73.25 EUR

Common Stock

Sale

-2,013

73.25 EUR

Common Stock

Sale

-787

73.25 EUR

Common Stock

Sale

-313

73.25 EUR

Common Stock

Sale

-2,034

73.3 EUR

Common Stock

Sale

-86

73.3 EUR

Common Stock

Sale

-48

73.314583 EUR

Common Stock

Sale

-40

73.3175 EUR

Common Stock

Sale

-38

73.325 EUR

Common Stock

Sale

-6

73.325 EUR

Common Stock

Sale

-1,144

73.35 EUR

Common Stock

Sale

-145

73.35069 EUR

Common Stock

Sale

-35

73.375 EUR

Common Stock

Sale

-51

73.4 EUR

Common Stock

Sale

-49

73.4 EUR

Common Stock

Sale

-12

73.4 EUR

Common Stock

Sale

-82

73.5 EUR

Common Stock

Sale

-179

73.6 EUR

Common Stock

Sale

-78

73.65 EUR

Common Stock

Sale

-41

73.65 EUR

Common Stock

Sale

-350

73.7 EUR

Common Stock

Sale

-146

73.75 EUR

Common Stock

Sale

-185

73.8 EUR

(b) Cash-settled derivative transactions

Class of relevant security

 

ISIN NL0012015705

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 Stock

CFD

Opening long position

12,085

73.123872 EUR

Common Stock

CFD

Reducing long position

-89

72.723596 EUR

Common Stock

CFD

Reducing long position

-378

72.9 EUR

Common Stock

CFD

Reducing long position

-2,151

72.901434 EUR

Common Stock

CFD

Reducing long position

-462

72.996104 EUR

(c) Stock-settled derivative transactions (including options)

 

(i) Writing, selling, purchasing or varying

Class of relevant security

ISIN

NL0012015705

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

Common

Put Option

Purchasing

-100

72 EUR

American

18/10/2019

1.71 EUR

Common

Put Option

Purchasing

-300

70 EUR

American

15/11/2019

2 EUR

Common

Call Option

Purchasing

100

76 EUR

American

15/11/2019

2.1 EUR

Common

Put Option

Purchasing

-300

70 EUR

American

15/11/2019

2.1 EUR

Common

Call Option

Purchasing

400

72 EUR

American

15/11/2019

4.2 EUR

(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)

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:

30 September, 2019

 Contact name:

Katie Bonds

 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.

 

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 disclosure relates:

TAKEAWAY.COM HOLDING BV

2. STOCK-SETTLED DERIVATIVES (INCLUDING OPTIONS)

Class of relevant security

ISINNL0012015705

Product description e.g. call option

Written or purchased

Number of securities to which option or derivative relates

Exercise price per unit

Type

e.g. American, European etc.

Expiry date

Common

Put Option

Purchased

-600

70 EUR

American

15/11/2019

Common

Put Option

Purchased

-1100

70 EUR

American

18/10/2019

Common

Call Option

Written

-200

74 EUR

American

15/11/2019

Common

Put Option

Written

200

74 EUR

American

15/11/2019

Common

Call Option

Purchased

200

64 EUR

American

15/11/2019

Common

Put Option

Purchased

-300

64 EUR

American

15/11/2019

Common

Call Option

Purchased

100

78 EUR

American

15/11/2019

Common

Call Option

Written

-400

90 EUR

American

15/11/2019

Common

Call Option

Written

-400

86 EUR

American

15/11/2019

Common

Put Option

Purchased

-100

86 EUR

American

15/11/2019

Common

Call Option

Purchased

400

72 EUR

American

15/11/2019

Common

Put Option

Purchased

-100

88 EUR

American

15/11/2019

Common

Call Option

Written

-900

76 EUR

American

15/11/2019

Common

Call Option

Purchased

100

92 EUR

American

15/11/2019

Common

Put Option

Purchased

-2300

84 EUR

American

15/11/2019

Common

Put Option

Purchased

-1600

68 EUR

American

15/11/2019

Common

Call Option

Purchased

3300

80 EUR

American

15/11/2019

Common

Put Option

Purchased

-1600

80 EUR

American

15/11/2019

Common

Put Option

Purchased

-600

72 EUR

American

15/11/2019

Common

Call Option

Written

-100

88 EUR

American

15/11/2019

Common

Put Option

Purchased

-100

82 EUR

American

15/11/2019

Common

Put Option

Purchased

-200

76 EUR

American

15/11/2019

Common

Call Option

Purchased

1100

96 EUR

American

15/11/2019

Common

Put Option

Purchased

-500

74 EUR

American

18/10/2019

Common

Call Option

Written

-500

90 EUR

American

18/10/2019

Common

Call Option

Written

-100

94 EUR

American

18/10/2019

Common

Put Option

Purchased

-100

100 EUR

American

18/10/2019

Common

Call Option

Purchased

1800

64 EUR

American

18/10/2019

Common

Call Option

Written

-2400

86 EUR

American

18/10/2019

Common

Put Option

Purchased

-2500

86 EUR

American

18/10/2019

Common

Call Option

Written

-200

96 EUR

American

18/10/2019

Common

Put Option

Written

600

76 EUR

American

18/10/2019

Common

Call Option

Written

-100

72 EUR

American

18/10/2019

Common

Call Option

Purchased

1000

76 EUR

American

18/10/2019

Common

Call Option

Written

-100

84 EUR

American

18/10/2019

Common

Put Option

Purchased

-1200

82 EUR

American

18/10/2019

Common

Call Option

Purchased

100

82 EUR

American

18/10/2019

Common

Call Option

Written

-200

92 EUR

American

18/10/2019

Common

Call Option

Written

-1300

80 EUR

American

18/10/2019

Common

Put Option

Purchased

-1000

68 EUR

American

18/10/2019

Common

Call Option

Written

-1400

88 EUR

American

18/10/2019

Common

Call Option

Written

-900

78 EUR

American

18/10/2019

Common

Put Option

Purchased

-600

84 EUR

American

18/10/2019

Common

Put Option

Purchased

-1600

80 EUR

American

18/10/2019

Common

Put Option

Purchased

-1300

72 EUR

American

18/10/2019

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.

 

 

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact rns@lseg.com or visit www.rns.com.
 
END
 
 
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