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Form 8.3 - Takeaway.com N.V.

8 Oct 2019 15:00

RNS Number : 1503P
Citadel Group
08 October 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

07 October, 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:

20,271

0.03

727,028

1.19

(2) Cash-settled derivatives:

8,286

0.01

34,638

0.06

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

9,300

0.02

27,900

0.05

TOTAL:

37,857

0.06

789,566

1.29

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

5

70.15 EUR

Common Stock

Purchase

64

70.25 EUR

Common Stock

Purchase

1,081

70.3 EUR

Common Stock

Purchase

664

70.35 EUR

Common Stock

Purchase

1,517

70.4 EUR

Common Stock

Purchase

2,660

70.45 EUR

Common Stock

Purchase

354

70.5 EUR

Common Stock

Purchase

2,273

70.5 EUR

Common Stock

Purchase

217

70.55 EUR

Common Stock

Purchase

939

70.55 EUR

Common Stock

Purchase

244

70.6 EUR

Common Stock

Purchase

307

70.6 EUR

Common Stock

Purchase

1,239

70.65 EUR

Common Stock

Purchase

369

70.7 EUR

Common Stock

Purchase

6

70.75 EUR

Common Stock

Purchase

968

70.8 EUR

Common Stock

Purchase

784

70.85 EUR

Common Stock

Purchase

27

70.9 EUR

Common Stock

Purchase

220

70.95 EUR

Common Stock

Purchase

83

71 EUR

Common Stock

Purchase

408

71.05 EUR

Common Stock

Purchase

29

71.15 EUR

Common Stock

Purchase

221

71.2 EUR

Common Stock

Purchase

1,093

71.25 EUR

Common Stock

Purchase

234

71.3 EUR

Common Stock

Purchase

515

71.3 EUR

Common Stock

Purchase

654

71.35 EUR

Common Stock

Purchase

344

71.375 EUR

Common Stock

Purchase

809

71.4 EUR

Common Stock

Purchase

166

71.45 EUR

Common Stock

Purchase

791

71.45 EUR

Common Stock

Purchase

293

71.5 EUR

Common Stock

Purchase

1,792

71.5 EUR

Common Stock

Purchase

564

71.55 EUR

Common Stock

Purchase

672

71.55 EUR

Common Stock

Purchase

35

71.6 EUR

Common Stock

Purchase

48

71.65 EUR

Common Stock

Sale

-70

70.15 EUR

Common Stock

Sale

-29

70.2 EUR

Common Stock

Sale

-297

70.25 EUR

Common Stock

Sale

-80

70.25 EUR

Common Stock

Sale

-493

70.3 EUR

Common Stock

Sale

-819

70.35 EUR

Common Stock

Sale

-234

70.375 EUR

Common Stock

Sale

-1,306

70.4 EUR

Common Stock

Sale

-1,585

70.45 EUR

Common Stock

Sale

-216

70.45 EUR

Common Stock

Sale

-1,913

70.5 EUR

Common Stock

Sale

-328

70.5 EUR

Common Stock

Sale

-1,047

70.55 EUR

Common Stock

Sale

-737

70.6 EUR

Common Stock

Sale

-240

70.6 EUR

Common Stock

Sale

-179

70.625 EUR

Common Stock

Sale

-909

70.65 EUR

Common Stock

Sale

-98

70.65 EUR

Common Stock

Sale

-1,894

70.7 EUR

Common Stock

Sale

-199

70.7 EUR

Common Stock

Sale

-1,534

70.75 EUR

Common Stock

Sale

-56

70.775 EUR

Common Stock

Sale

-748

70.8 EUR

Common Stock

Sale

-253

70.8 EUR

Common Stock

Sale

-40

70.825 EUR

Common Stock

Sale

-1,393

70.85 EUR

Common Stock

Sale

-283

70.9 EUR

Common Stock

Sale

-252

70.95 EUR

Common Stock

Sale

-533

71 EUR

Common Stock

Sale

-30

71.05 EUR

Common Stock

Sale

-416

71.1 EUR

Common Stock

Sale

-1,226

71.15 EUR

Common Stock

Sale

-1,281

71.2 EUR

Common Stock

Sale

-256

71.225 EUR

Common Stock

Sale

-250

71.25 EUR

Common Stock

Sale

-617

71.3 EUR

Common Stock

Sale

-671

71.35 EUR

Common Stock

Sale

-163

71.35 EUR

Common Stock

Sale

-460

71.4 EUR

Common Stock

Sale

-454

71.4 EUR

Common Stock

Sale

-51

71.45 EUR

Common Stock

Sale

-751

71.5 EUR

Common Stock

Sale

-448

71.5 EUR

Common Stock

Sale

-661

71.55 EUR

Common Stock

Sale

-490

71.55 EUR

Common Stock

Sale

-213

71.6 EUR

Common Stock

Sale

-205

71.6 EUR

Common Stock

Sale

-18

71.65 EUR

Common Stock

Sale

-8

71.7 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

Increasing long position

1,539

70.77846 EUR

Common Stock

CFD

Opening/Closing a position

232

70.631679 EUR

Common Stock

CFD

Opening/Closing a position

-232

71.17694 EUR

Common Stock

CFD

Reducing long position

-177

70.785028 EUR

Common Stock

CFD

Reducing long position

-130

71.7 EUR

Common Stock

CFD

Reducing short position

161

70.631679 EUR

Common Stock

CFD

Reducing short position

3,631

71.166495 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

Call Option

Purchasing

100

76 EUR

American

15/11/2019

1 EUR

Common

Put Option

Purchasing

-100

68 EUR

American

15/11/2019

1.83 EUR

Common

Call Option

Purchasing

100

74 EUR

American

15/11/2019

1.9 EUR

Common

Call Option

Purchasing

100

72 EUR

American

15/11/2019

2.31 EUR

Common

Put Option

Purchasing

-100

70 EUR

American

15/11/2019

2.73 EUR

Common

Call Option

Writing

-500

76 EUR

American

18/10/2019

0.4 EUR

Common

Call Option

Writing

-100

76 EUR

American

18/10/2019

0.5 EUR

Common

Put Option

Writing

200

68 EUR

American

18/10/2019

0.88 EUR

Common

Call Option

Writing

-100

74 EUR

American

18/10/2019

0.9 EUR

Common

Put Option

Writing

1,200

68 EUR

American

18/10/2019

0.95 EUR

Common

Put Option

Writing

100

70 EUR

American

18/10/2019

1.7 EUR

Common

Call Option

Writing

-200

70 EUR

American

18/10/2019

2.3 EUR

Common

Call Option

Writing

-100

70 EUR

American

18/10/2019

2.4 EUR

Common

Put Option

Writing

100

74 EUR

American

18/10/2019

3.6 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:

08 October, 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

Put Option

Purchased

-2100

70 EUR

American

15/11/2019

Common

Call Option

Written

-300

70 EUR

American

18/10/2019

Common

Put Option

Purchased

-900

70 EUR

American

18/10/2019

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

-600

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

900

72 EUR

American

15/11/2019

Common

Put Option

Purchased

-100

88 EUR

American

15/11/2019

Common

Call Option

Purchased

100

76 EUR

American

15/11/2019

Common

Call Option

Written

-1000

84 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

-1700

68 EUR

American

15/11/2019

Common

Call Option

Purchased

3600

80 EUR

American

15/11/2019

Common

Put Option

Purchased

-1700

80 EUR

American

15/11/2019

Common

Put Option

Purchased

-1000

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

Call Option

Written

-200

74 EUR

American

18/10/2019

Common

Put Option

Purchased

-400

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

100

76 EUR

American

18/10/2019

Common

Call Option

Written

-100

84 EUR

American

18/10/2019

Common

Put Option

Purchased

-1000

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

-1200

80 EUR

American

18/10/2019

Common

Put Option

Written

400

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

-1400

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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