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Form 8.3 - Takeaway.com N.V.

30 Dec 2019 15:00

RNS Number : 2740Y

Citadel Group

30 December 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 NV
(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 December, 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:	Convertible Bond ISIN XS1940192039
	Interests		Short Positions
	Number	%	Number	%
(1) Relevant securities owned and/or controlled:	34,000,000	13.60	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:	34,000,000	13.60	0	0.00

Class of relevant security:	Common Stock ISIN NL0012015705
	Interests		Short Positions
	Number	%	Number	%
(1) Relevant securities owned and/or controlled:	31,436	0.05	328,155	0.54
(2) Cash-settled derivatives:	50,996	0.08	11,483	0.02
(3) Stock-settled derivatives (including options) and agreements to purchase/sell:	60,700	0.10	75,200	0.12
TOTAL:	143,132	0.23	414,838	0.68

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	48	80 EUR
Common Stock	Purchase	131	80.05 EUR
Common Stock	Purchase	712	80.1 EUR
Common Stock	Purchase	291	80.15 EUR
Common Stock	Purchase	201	80.2 EUR
Common Stock	Purchase	83	80.25 EUR
Common Stock	Purchase	435	80.3 EUR
Common Stock	Purchase	791	80.3 EUR
Common Stock	Purchase	530	80.35 EUR
Common Stock	Purchase	74	80.4 EUR
Common Stock	Purchase	947	80.4 EUR
Common Stock	Purchase	768	80.45 EUR
Common Stock	Purchase	1,723	80.45 EUR
Common Stock	Purchase	1,487	80.5 EUR
Common Stock	Purchase	1,665	80.5 EUR
Common Stock	Purchase	105	80.525 EUR
Common Stock	Purchase	887	80.55 EUR
Common Stock	Purchase	1,741	80.55 EUR
Common Stock	Purchase	242	80.6 EUR
Common Stock	Purchase	1,158	80.6 EUR
Common Stock	Purchase	294	80.6125 EUR
Common Stock	Purchase	131	80.65 EUR
Common Stock	Purchase	872	80.65 EUR
Common Stock	Purchase	438	80.7 EUR
Common Stock	Purchase	931	80.75 EUR
Common Stock	Purchase	566	80.8 EUR
Common Stock	Purchase	194	80.85 EUR
Common Stock	Purchase	323	80.9 EUR
Common Stock	Purchase	39	80.95 EUR
Common Stock	Purchase	996	80.95 EUR
Common Stock	Purchase	18	81 EUR
Common Stock	Purchase	2,296	81 EUR
Common Stock	Purchase	116	81.05 EUR
Common Stock	Purchase	162	81.05 EUR
Common Stock	Purchase	690	81.1 EUR
Common Stock	Purchase	2,013	81.1 EUR
Common Stock	Purchase	560	81.1125 EUR
Common Stock	Purchase	53	81.15 EUR
Common Stock	Purchase	1,731	81.15 EUR
Common Stock	Purchase	2,306	81.2 EUR
Common Stock	Purchase	5,983	81.25 EUR
Common Stock	Purchase	481	81.3 EUR
Common Stock	Purchase	4,202	81.3 EUR
Common Stock	Purchase	850	81.35 EUR
Common Stock	Purchase	7,587	81.35 EUR
Common Stock	Purchase	316	81.3625 EUR
Common Stock	Purchase	4,948	81.4 EUR
Common Stock	Purchase	378	81.45 EUR
Common Stock	Purchase	3,220	81.45 EUR
Common Stock	Purchase	24	81.475 EUR
Common Stock	Purchase	967	81.5 EUR
Common Stock	Purchase	2,451	81.5 EUR
Common Stock	Purchase	156	81.55 EUR
Common Stock	Purchase	3,360	81.55 EUR
Common Stock	Purchase	789	81.6 EUR
Common Stock	Purchase	1,433	81.6 EUR
Common Stock	Purchase	1,724	81.65 EUR
Common Stock	Purchase	2,466	81.65 EUR
Common Stock	Purchase	830	81.7 EUR
Common Stock	Purchase	3,569	81.7 EUR
Common Stock	Purchase	95	81.75 EUR
Common Stock	Purchase	289	81.75 EUR
Common Stock	Sale	-16	80 EUR
Common Stock	Sale	-194	80.2 EUR
Common Stock	Sale	-471	80.4 EUR
Common Stock	Sale	-281	80.4 EUR
Common Stock	Sale	-1,285	80.45 EUR
Common Stock	Sale	-1,135	80.5 EUR
Common Stock	Sale	-645	80.5 EUR
Common Stock	Sale	-536	80.55 EUR
Common Stock	Sale	-463	80.55 EUR
Common Stock	Sale	-3,932	80.6 EUR
Common Stock	Sale	-876	80.6 EUR
Common Stock	Sale	-244	80.6375 EUR
Common Stock	Sale	-263	80.65 EUR
Common Stock	Sale	-18	80.65 EUR
Common Stock	Sale	-221	80.7 EUR
Common Stock	Sale	-146	80.75 EUR
Common Stock	Sale	-114	80.8 EUR
Common Stock	Sale	-45	80.85 EUR
Common Stock	Sale	-847	80.9 EUR
Common Stock	Sale	-2,084	80.95 EUR
Common Stock	Sale	-128	80.95 EUR
Common Stock	Sale	-362	81 EUR
Common Stock	Sale	-185	81.05 EUR
Common Stock	Sale	-1,845	81.1 EUR
Common Stock	Sale	-957	81.125 EUR
Common Stock	Sale	-128	81.1375 EUR
Common Stock	Sale	-2,406	81.15 EUR
Common Stock	Sale	-237	81.15 EUR
Common Stock	Sale	-429	81.2 EUR
Common Stock	Sale	-198	81.2 EUR
Common Stock	Sale	-234	81.225 EUR
Common Stock	Sale	-263	81.2375 EUR
Common Stock	Sale	-1,283	81.25 EUR
Common Stock	Sale	-1,039	81.25 EUR
Common Stock	Sale	-14	81.275 EUR
Common Stock	Sale	-291	81.2875 EUR
Common Stock	Sale	-2,582	81.3 EUR
Common Stock	Sale	-335	81.3 EUR
Common Stock	Sale	-1,121	81.35 EUR
Common Stock	Sale	-614	81.4 EUR
Common Stock	Sale	-1,240	81.45 EUR
Common Stock	Sale	-63	81.45 EUR
Common Stock	Sale	-3,655	81.5 EUR
Common Stock	Sale	-136	81.5 EUR
Common Stock	Sale	-3,407	81.55 EUR
Common Stock	Sale	-584	81.55 EUR
Common Stock	Sale	-185	81.575 EUR
Common Stock	Sale	-3,891	81.6 EUR
Common Stock	Sale	-587	81.6 EUR
Common Stock	Sale	-315	81.625 EUR
Common Stock	Sale	-7,721	81.65 EUR
Common Stock	Sale	-982	81.65 EUR
Common Stock	Sale	-133	81.675 EUR
Common Stock	Sale	-4,513	81.7 EUR
Common Stock	Sale	-2,657	81.7 EUR
Common Stock	Sale	-529	81.75 EUR
Common Stock	Sale	-128	81.75 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/Closing a position	-8,541	80.747938 EUR
Common Stock	CFD	Opening/Closing a position	8,603	81.147975 EUR
Common Stock	CFD	Opening/Closing a position	-62	81.725 EUR
Common Stock	CFD	Reducing short position	6,415	81.147975 EUR
Common Stock	CFD	Reducing short position	1,748	81.382709 EUR

(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	Call Option	Purchasing	100	84 EUR	American	17/01/2020	1.25 EUR
Common	Call Option	Writing	-100	88 EUR	American	17/01/2020	0.6 EUR
Common	Call Option	Writing	-300	88 EUR	American	21/02/2020	2.05 EUR
Common	Call Option	Writing	-200	88 EUR	American	21/02/2020	2.1 EUR
Common	Call Option	Writing	-100	88 EUR	American	21/02/2020	2.25 EUR
Common	Call Option	Writing	-1,000	80 EUR	American	17/01/2020	3.4 EUR
Common	Call Option	Writing	-400	84 EUR	American	21/02/2020	3.45 EUR
Common	Call Option	Writing	-100	82 EUR	American	21/02/2020	4 EUR
Common	Call Option	Writing	-100	80 EUR	American	21/02/2020	5 EUR
Common	Call Option	Writing	-500	80 EUR	American	21/02/2020	5.3 EUR
Common	Call Option	Writing	-100	72 EUR	American	21/02/2020	10.75 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

Is a Supplemental Form 8 (Open Positions) attached?

YES

Date of disclosure:	30 December, 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 NV

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	Call Option	Purchased	300	90 EUR	American	21/02/2020
Common	Call Option	Purchased	1100	90 EUR	American	17/01/2020
Common	Call Option	Purchased	200	100 EUR	American	17/01/2020
Common	Call Option	Purchased	500	86 EUR	American	21/02/2020
Common	Put Option	Written	2000	86 EUR	American	21/02/2020
Common	Put Option	Written	5100	78 EUR	American	21/02/2020
Common	Call Option	Written	-500	78 EUR	American	21/02/2020
Common	Call Option	Written	-1200	88 EUR	American	21/02/2020
Common	Put Option	Purchased	-1000	88 EUR	American	21/02/2020
Common	Call Option	Purchased	19100	72 EUR	American	21/02/2020
Common	Call Option	Purchased	600	82 EUR	American	21/02/2020
Common	Put Option	Purchased	-1700	68 EUR	American	21/02/2020
Common	Put Option	Written	1800	82 EUR	American	21/02/2020
Common	Call Option	Purchased	3200	92 EUR	American	21/02/2020
Common	Call Option	Written	-900	96 EUR	American	21/02/2020
Common	Put Option	Written	4900	80 EUR	American	21/02/2020
Common	Put Option	Purchased	-5300	72 EUR	American	21/02/2020
Common	Put Option	Purchased	-500	76 EUR	American	21/02/2020
Common	Put Option	Purchased	-400	84 EUR	American	21/02/2020
Common	Call Option	Written	-2100	76 EUR	American	21/02/2020
Common	Call Option	Written	-4000	80 EUR	American	21/02/2020
Common	Call Option	Purchased	1700	84 EUR	American	21/02/2020
Common	Call Option	Purchased	400	86 EUR	American	17/01/2020
Common	Put Option	Purchased	-600	86 EUR	American	17/01/2020
Common	Call Option	Written	-1700	96 EUR	American	17/01/2020
Common	Call Option	Written	-2300	82 EUR	American	17/01/2020
Common	Put Option	Purchased	-2000	82 EUR	American	17/01/2020
Common	Call Option	Written	-900	92 EUR	American	17/01/2020
Common	Put Option	Purchased	-100	92 EUR	American	17/01/2020
Common	Put Option	Purchased	-700	78 EUR	American	17/01/2020
Common	Call Option	Written	-8300	78 EUR	American	17/01/2020
Common	Call Option	Purchased	5900	88 EUR	American	17/01/2020
Common	Call Option	Purchased	200	68 EUR	American	17/01/2020
Common	Call Option	Purchased	1500	74 EUR	American	17/01/2020
Common	Call Option	Purchased	500	84 EUR	American	17/01/2020
Common	Call Option	Written	-7800	80 EUR	American	17/01/2020
Common	Put Option	Purchased	-1500	80 EUR	American	17/01/2020
Common	Put Option	Purchased	-4400	74 EUR	American	17/01/2020
Common	Put Option	Purchased	-3100	84 EUR	American	17/01/2020
Common	Put Option	Purchased	-5900	64 EUR	American	17/01/2020
Common	Call Option	Purchased	200	70 EUR	American	17/01/2020
Common	Put Option	Purchased	-3900	68 EUR	American	17/01/2020
Common	Put Option	Purchased	-5800	72 EUR	American	17/01/2020
Common	Put Option	Written	10400	76 EUR	American	17/01/2020
Common	Call Option	Purchased	1100	72 EUR	American	17/01/2020
Common	Put Option	Purchased	-7700	70 EUR	American	17/01/2020
Common	Call Option	Written	-900	76 EUR	American	17/01/2020

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

RETUROARKBAUOAA

Date		Source	Headline
28th Feb 2020	4:35 pm	RNS	Total Voting Rights
20th Feb 2020	3:51 pm	RNS	Statement re. Share Dealing by Directors
17th Feb 2020	11:29 am	RNS	Holding(s) in Company
12th Feb 2020	9:15 am	RNS	Holding(s) in Company
11th Feb 2020	11:32 am	RNS	Holding(s) in Company
7th Feb 2020	10:10 am	RNS	Form 8.3 - Just Eat Plc
6th Feb 2020	2:48 pm	RNS	Holding(s) in Company
4th Feb 2020	1:48 pm	RNS	Article 19 Notification
4th Feb 2020	11:26 am	RNS	Holding(s) in Company
3rd Feb 2020	7:28 am	RNS	Statement re Suspension of Listing and Trading
3rd Feb 2020	7:00 am	RNS	Commencement of trading shares on the LSE
31st Jan 2020	6:00 pm	RNS	Just Eat
31st Jan 2020	5:28 pm	RNS	Statement re Intention to De-List and CMA update
31st Jan 2020	4:35 pm	RNS	Total Voting Rights
31st Jan 2020	3:51 pm	RNS	Offer Update
28th Jan 2020	1:59 pm	RNS	Helen Weir Greencore Appointment
28th Jan 2020	7:00 am	RNS	Statement re Trading Update and McDonald's
27th Jan 2020	11:08 am	RNS	Form 8.3 - JUST EAT PLC
24th Jan 2020	4:45 pm	RNS	Rule 2.9 Announcement
24th Jan 2020	3:25 pm	RNS	Form 8.3 - JUST EAT PLC
24th Jan 2020	8:04 am	RNS	Statement re Announcements by CMA and Takeaway.com
24th Jan 2020	7:00 am	RNS	Update on expected timetable
23rd Jan 2020	5:15 pm	RNS	Statement re possible CMA merger investigation
22nd Jan 2020	7:00 am	RNS	Expected Timeline
21st Jan 2020	12:12 pm	RNS	Form 8.3 - JUST EAT plc
20th Jan 2020	2:04 pm	RNS	Form 8.3 - JUST EAT plc
17th Jan 2020	4:45 pm	RNS	Rule 2.9 Announcement
17th Jan 2020	4:42 pm	RNS	Holding(s) in Company
16th Jan 2020	2:00 pm	RNS	Form 8.3 - JUST EAT PLC
16th Jan 2020	2:00 pm	RNS	Form 8.3 - Takeaway.com N.V.
16th Jan 2020	10:00 am	RNS	Holding(s) in Company
15th Jan 2020	2:00 pm	RNS	Form 8.3 - Takeaway.com N.V.
15th Jan 2020	8:45 am	RNS	Form 8.3 - Just Eat Plc
14th Jan 2020	3:59 pm	RNS	Form 8.3 - JUST EAT PLC
14th Jan 2020	2:33 pm	RNS	Form 8.5 (EPT/RI) - Replacement of JUST EAT PLC
13th Jan 2020	3:30 pm	BUS	Form 8.3 - Just Eat plc
13th Jan 2020	3:21 pm	RNS	Form 8.5 (EPT/RI) - Amendment
13th Jan 2020	3:20 pm	RNS	Form 8.5 (EPT/RI) - Amendment
13th Jan 2020	3:20 pm	RNS	Form 8.3 - Just Eat plc
13th Jan 2020	3:19 pm	RNS	Form 8.3 - JUST EAT PLC
13th Jan 2020	3:13 pm	BUS	Form 8.3 - Just Eat plc - Amendment
13th Jan 2020	3:11 pm	BUS	Form 8.3 - Just Eat Plc
13th Jan 2020	2:57 pm	RNS	Form 8.5 (EPT/RI) - Replacement of JUST EAT PLC
13th Jan 2020	2:36 pm	RNS	Form 8.5 (EPT/RI) - Amendment
13th Jan 2020	2:26 pm	RNS	Form 8.5 (EPT/RI) - Amendment
13th Jan 2020	2:22 pm	RNS	Form 8.5 (EPT/RI) - Amendment
13th Jan 2020	2:20 pm	RNS	Form 8.5 (EPT/RI) - Amendment
13th Jan 2020	2:20 pm	RNS	Form 8.5 (EPT/RI) - Amendment
13th Jan 2020	2:18 pm	RNS	Form 8.5 (EPT/RI) - Amendment
13th Jan 2020	11:21 am	RNS	Form 8.5 (EPT/RI)Just Eat plc Replacement

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