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Form 8.3 - Takeaway.com N.V.

6 Dec 2019 15:00

RNS Number : 0396W
Citadel Group
06 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

05 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:

48,000,000

19.20

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:

48,000,000

19.20

0

0.00

Class of relevant security:

Common Stock ISIN NL0012015705

Interests

Short Positions

Number

%

Number

%

(1) Relevant securities owned and/or controlled:

185,928

0.30

389,487

0.64

(2) Cash-settled derivatives:

24,768

0.04

0

0.00

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

14,600

0.02

94,000

0.15

TOTAL:

225,296

0.37

483,487

0.79

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

169

83.25 EUR

Common Stock

Purchase

119

83.3 EUR

Common Stock

Purchase

53

83.35 EUR

Common Stock

Purchase

73

83.4 EUR

Common Stock

Purchase

325

83.45 EUR

Common Stock

Purchase

125

83.5 EUR

Common Stock

Purchase

133

83.55 EUR

Common Stock

Purchase

100

83.65 EUR

Common Stock

Purchase

589

83.7 EUR

Common Stock

Purchase

87

83.75 EUR

Common Stock

Purchase

434

83.75 EUR

Common Stock

Purchase

100

83.8 EUR

Common Stock

Purchase

435

83.85 EUR

Common Stock

Purchase

69

83.9 EUR

Common Stock

Purchase

112

83.95 EUR

Common Stock

Purchase

38

84 EUR

Common Stock

Purchase

363

84 EUR

Common Stock

Purchase

86

84.05 EUR

Common Stock

Purchase

418

84.1 EUR

Common Stock

Purchase

2

84.15 EUR

Common Stock

Purchase

132

84.15 EUR

Common Stock

Purchase

290

84.2 EUR

Common Stock

Purchase

445

84.2 EUR

Common Stock

Purchase

398

84.25 EUR

Common Stock

Purchase

44

84.45 EUR

Common Stock

Purchase

70

84.45 EUR

Common Stock

Purchase

489

84.5 EUR

Common Stock

Purchase

140

84.55 EUR

Common Stock

Purchase

67

84.65 EUR

Common Stock

Purchase

345

84.65 EUR

Common Stock

Purchase

399

84.7 EUR

Common Stock

Purchase

238

84.75 EUR

Common Stock

Purchase

700

84.75 EUR

Common Stock

Purchase

541

84.8 EUR

Common Stock

Purchase

390

84.85 EUR

Common Stock

Purchase

1,068

84.85 EUR

Common Stock

Purchase

34

84.9 EUR

Common Stock

Purchase

573

84.9 EUR

Common Stock

Purchase

39

84.95 EUR

Common Stock

Purchase

623

84.95 EUR

Common Stock

Purchase

1,786

85 EUR

Common Stock

Purchase

2,995

85 EUR

Common Stock

Purchase

682

85.05 EUR

Common Stock

Purchase

3,538

85.05 EUR

Common Stock

Purchase

170

85.1 EUR

Common Stock

Purchase

2,608

85.1 EUR

Common Stock

Purchase

1,156

85.15 EUR

Common Stock

Purchase

1,161

85.15 EUR

Common Stock

Purchase

841

85.2 EUR

Common Stock

Purchase

1,486

85.2 EUR

Common Stock

Purchase

87

85.25 EUR

Common Stock

Purchase

2,347

85.25 EUR

Common Stock

Purchase

156

85.3 EUR

Common Stock

Purchase

1,513

85.3 EUR

Common Stock

Purchase

18

85.35 EUR

Common Stock

Purchase

791

85.35 EUR

Common Stock

Purchase

297

85.4 EUR

Common Stock

Purchase

217

85.45 EUR

Common Stock

Purchase

2,394

85.5 EUR

Common Stock

Purchase

189

85.55 EUR

Common Stock

Purchase

417

85.6 EUR

Common Stock

Purchase

226

85.7 EUR

Common Stock

Purchase

157

85.75 EUR

Common Stock

Purchase

205

85.8 EUR

Common Stock

Purchase

49

85.85 EUR

Common Stock

Sale

-75

83.3 EUR

Common Stock

Sale

-10

83.35 EUR

Common Stock

Sale

-371

83.4 EUR

Common Stock

Sale

-10

83.45 EUR

Common Stock

Sale

-439

83.5 EUR

Common Stock

Sale

-66

83.55 EUR

Common Stock

Sale

-322

83.6 EUR

Common Stock

Sale

-182

83.65 EUR

Common Stock

Sale

-7

83.7 EUR

Common Stock

Sale

-306

83.75 EUR

Common Stock

Sale

-383

83.8 EUR

Common Stock

Sale

-35

83.85 EUR

Common Stock

Sale

-183

83.9 EUR

Common Stock

Sale

-320

83.95 EUR

Common Stock

Sale

-891

84 EUR

Common Stock

Sale

-12

84 EUR

Common Stock

Sale

-732

84.05 EUR

Common Stock

Sale

-62

84.05 EUR

Common Stock

Sale

-420

84.1 EUR

Common Stock

Sale

-86

84.1 EUR

Common Stock

Sale

-593

84.15 EUR

Common Stock

Sale

-443

84.15 EUR

Common Stock

Sale

-801

84.2 EUR

Common Stock

Sale

-294

84.2 EUR

Common Stock

Sale

-2,426

84.25 EUR

Common Stock

Sale

-812

84.3 EUR

Common Stock

Sale

-38

84.3 EUR

Common Stock

Sale

-93

84.35 EUR

Common Stock

Sale

-98

84.4 EUR

Common Stock

Sale

-190

84.45 EUR

Common Stock

Sale

-39

84.45 EUR

Common Stock

Sale

-80

84.5 EUR

Common Stock

Sale

-920

84.55 EUR

Common Stock

Sale

-28

84.55 EUR

Common Stock

Sale

-843

84.6 EUR

Common Stock

Sale

-561

84.6 EUR

Common Stock

Sale

-172

84.65 EUR

Common Stock

Sale

-79

84.65 EUR

Common Stock

Sale

-49

84.7 EUR

Common Stock

Sale

-112

84.75 EUR

Common Stock

Sale

-440

84.85 EUR

Common Stock

Sale

-918

84.9 EUR

Common Stock

Sale

-249

84.9 EUR

Common Stock

Sale

-1,098

84.95 EUR

Common Stock

Sale

-917

84.95 EUR

Common Stock

Sale

-2,824

85 EUR

Common Stock

Sale

-109

85 EUR

Common Stock

Sale

-50,142

85.05 EUR

Common Stock

Sale

-42,089

85.05 EUR

Common Stock

Sale

-13,197

85.05 EUR

Common Stock

Sale

-1,206

85.05 EUR

Common Stock

Sale

-552

85.05 EUR

Common Stock

Sale

-373

85.096408 EUR

Common Stock

Sale

-530

85.1 EUR

Common Stock

Sale

-480

85.1 EUR

Common Stock

Sale

-1,434

85.15 EUR

Common Stock

Sale

-386

85.15 EUR

Common Stock

Sale

-928

85.2 EUR

Common Stock

Sale

-103

85.2 EUR

Common Stock

Sale

-1,478

85.25 EUR

Common Stock

Sale

-334

85.3 EUR

Common Stock

Sale

-119

85.3 EUR

Common Stock

Sale

-386

85.35 EUR

Common Stock

Sale

-531

85.4 EUR

Common Stock

Sale

-147

85.4 EUR

Common Stock

Sale

-392

85.45 EUR

Common Stock

Sale

-1

85.45 EUR

Common Stock

Sale

-522

85.5 EUR

Common Stock

Sale

-698

85.55 EUR

Common Stock

Sale

-30

85.55 EUR

Common Stock

Sale

-680

85.6 EUR

Common Stock

Sale

-259

85.6 EUR

Common Stock

Sale

-217

85.7 EUR

Common Stock

Sale

-81

85.7 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

Closing short position

276

84.237138 EUR

Common Stock

CFD

Closing short position

719

84.87135 EUR

Common Stock

CFD

Opening long position

3,724

84.87135 EUR

Common Stock

CFD

Opening long position

4,953

84.943372 EUR

Common Stock

CFD

Reducing long position

-991

83.952018 EUR

Common Stock

CFD

Reducing long position

-1,977

85.16546 EUR

Common Stock

CFD

Reducing long position

-2,620

85.229422 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

200

86 EUR

American

20/12/2019

0.85 EUR

Common

Put Option

Purchasing

-200

88 EUR

American

20/12/2019

3.4 EUR

Common

Put Option

Writing

100

80 EUR

American

20/12/2019

0.5 EUR

Common

Call Option

Writing

-2,000

96 EUR

American

21/02/2020

1.2 EUR

Common

Call Option

Writing

-1,000

96 EUR

American

21/02/2020

1.5 EUR

Common

Call Option

Writing

-300

86 EUR

American

20/12/2019

1.7 EUR

Common

Call Option

Writing

-100

84 EUR

American

20/12/2019

2.7 EUR

Common

Call Option

Writing

-100

84 EUR

American

20/12/2019

2.9 EUR

Common

Call Option

Writing

-100

84 EUR

American

21/02/2020

4.8 EUR

Common

Call Option

Writing

-100

82 EUR

American

17/01/2020

5.1 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:

06 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

Written

-100

78 EUR

American

21/02/2020

Common

Call Option

Written

-1000

88 EUR

American

21/02/2020

Common

Call Option

Written

-100

72 EUR

American

21/02/2020

Common

Call Option

Written

-600

82 EUR

American

21/02/2020

Common

Put Option

Written

100

82 EUR

American

21/02/2020

Common

Call Option

Written

-200

92 EUR

American

21/02/2020

Common

Call Option

Written

-3000

96 EUR

American

21/02/2020

Common

Call Option

Written

-1600

80 EUR

American

21/02/2020

Common

Call Option

Written

-100

84 EUR

American

21/02/2020

Common

Call Option

Written

-500

86 EUR

American

17/01/2020

Common

Call Option

Written

-1700

96 EUR

American

17/01/2020

Common

Call Option

Written

-1000

86 EUR

American

20/12/2019

Common

Call Option

Written

-4100

82 EUR

American

17/01/2020

Common

Put Option

Written

100

82 EUR

American

17/01/2020

Common

Put Option

Purchased

-1800

82 EUR

American

20/12/2019

Common

Call Option

Purchased

500

82 EUR

American

20/12/2019

Common

Call Option

Written

-2100

92 EUR

American

17/01/2020

Common

Put Option

Purchased

-100

92 EUR

American

17/01/2020

Common

Call Option

Purchased

400

92 EUR

American

20/12/2019

Common

Put Option

Purchased

-6100

78 EUR

American

20/12/2019

Common

Call Option

Purchased

1000

78 EUR

American

20/12/2019

Common

Put Option

Purchased

-100

78 EUR

American

17/01/2020

Common

Call Option

Written

-3200

78 EUR

American

17/01/2020

Common

Put Option

Purchased

-200

88 EUR

American

20/12/2019

Common

Call Option

Purchased

3900

88 EUR

American

17/01/2020

Common

Call Option

Purchased

200

68 EUR

American

17/01/2020

Common

Put Option

Written

200

74 EUR

American

20/12/2019

Common

Call Option

Purchased

1500

74 EUR

American

20/12/2019

Common

Put Option

Purchased

-12900

68 EUR

American

20/12/2019

Common

Call Option

Written

-400

74 EUR

American

17/01/2020

Common

Put Option

Purchased

-400

76 EUR

American

20/12/2019

Common

Put Option

Purchased

-2600

80 EUR

American

20/12/2019

Common

Put Option

Purchased

-800

72 EUR

American

20/12/2019

Common

Call Option

Written

-600

84 EUR

American

17/01/2020

Common

Call Option

Written

-6700

80 EUR

American

17/01/2020

Common

Put Option

Written

100

80 EUR

American

17/01/2020

Common

Put Option

Purchased

-1500

70 EUR

American

20/12/2019

Common

Put Option

Purchased

-3900

74 EUR

American

17/01/2020

Common

Put Option

Purchased

-2200

84 EUR

American

17/01/2020

Common

Put Option

Purchased

-19200

64 EUR

American

20/12/2019

Common

Put Option

Purchased

-5900

64 EUR

American

17/01/2020

Common

Call Option

Purchased

500

70 EUR

American

20/12/2019

Common

Call Option

Purchased

200

70 EUR

American

17/01/2020

Common

Call Option

Purchased

4500

84 EUR

American

20/12/2019

Common

Call Option

Purchased

100

72 EUR

American

20/12/2019

Common

Put Option

Purchased

-3900

68 EUR

American

17/01/2020

Common

Call Option

Written

-300

76 EUR

American

20/12/2019

Common

Put Option

Purchased

-900

84 EUR

American

20/12/2019

Common

Put Option

Purchased

-1600

72 EUR

American

17/01/2020

Common

Put Option

Purchased

-400

76 EUR

American

17/01/2020

Common

Call Option

Purchased

100

72 EUR

American

17/01/2020

Common

Put Option

Purchased

-1200

70 EUR

American

17/01/2020

Common

Call Option

Purchased

1200

80 EUR

American

20/12/2019

Common

Call Option

Written

-1000

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
 
 
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