Citadel Group — Major Shareholding Notification 2023

May 10, 2023

National Storage Mechanism | Additional information

RNS Number : 9672Y

Citadel Group

10 May 2023

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FORM 8.3

IRISH TAKEOVER PANEL

OPENING POSITION DISCLOSURE/DEALING DISCLOSURE UNDER RULE 8.3 OF THE IRISH TAKEOVER PANEL ACT, 1997, TAKEOVER

RULES, 2022 BY PERSONS WITH INTERESTS IN RELEVANT SECURITIES REPRESENTING 1% OR MORE

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	HORIZON THERAPEUTICS PLC
(d)   If an exempt fund manager connected with an offeror/offeree, state this and specify identity of offeror/offeree (Note 1)	N/A
(e)   Date position held/dealing undertaken For an opening position disclosure, state the latest practicable date prior to the disclosure	9 May 2023
(f)    In addition to the company in 1(c) above, is the discloser also making disclosures in respect of any other party to the offer? If it is a cash offer or possible cash offer, state "N/A"	N/A

2.             INTERESTS AND SHORT POSITIONS

If there are interests and short positions to disclose in more than one class of relevant securities of the offeror or offeree named in 1(c), copy table 2 for each additional class of relevant security.

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Interests and short positions in the relevant securities of the offeror or offeree to which the disclosure relates following the dealing (if any)

(Note 2)

Class of relevant security (Note 3)	Common Stock ISIN IE00BQPVQZ61
	Interests		Short positions
Number	%	Number	%
(1)   Relevant securities owned and/or controlled	4,372,102	1.91	0	0.00
(2)   Cash-settled derivatives	0	0.00	0	0.00
(3)   Stock-settled derivatives (including options) and agreements to purchase/ sell	410,000	0.17	360,000	0.15
Total	4,782,102	2.09	360,000	0.15

All interests and all short positions should be disclosed.

Details of options including rights to subscribe for new securities and 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.

3.             DEALINGS (IF ANY) BY THE PERSON MAKING THE DISCLOSURE (Note 4)

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 (Note 5)
Common	Buy Transaction	1	110.5400 USD
Common	Buy Transaction	426	110.5611 USD
Common	Buy Transaction	300	110.5700 USD
Common	Buy Transaction	4,827	110.6095 USD
Common	Buy Transaction	132	110.7864 USD
Common	Buy Transaction	191	110.7868 USD
Common	Buy Transaction	360	110.7875 USD
Common	Buy Transaction	316	110.7877 USD
Common	Buy Transaction	93	110.7906 USD
Common	Buy Transaction	9,025	110.8021 USD
Common	Buy Transaction	52	110.8387 USD
Common	Buy Transaction	33	110.8400 USD
Common	Buy Transaction	160	110.8400 USD
Common	Buy Transaction	179	110.8403 USD
Common	Buy Transaction	97	110.8408 USD
Common	Buy Transaction	34	110.8409 USD
Common	Buy Transaction	121	110.8626 USD
Common	Buy Transaction	446	110.8635 USD
Common	Buy Transaction	90	110.8638 USD
Common	Buy Transaction	518	110.8639 USD
Common	Buy Transaction	296	110.8640 USD
Common	Buy Transaction	107	110.8642 USD
Common	Buy Transaction	11	110.8659 USD
Common	Buy Transaction	31	110.8660 USD
Common	Buy Transaction	57	110.8662 USD
Common	Buy Transaction	51	110.8664 USD
Common	Buy Transaction	17	110.8668 USD
Common	Buy Transaction	10	110.8670 USD
Common	Buy Transaction	201	110.8712 USD
Common	Buy Transaction	189	110.8713 USD
Common	Buy Transaction	279	110.8713 USD
Common	Buy Transaction	923	110.8714 USD
Common	Buy Transaction	1,043	110.8715 USD
Common	Buy Transaction	561	110.8716 USD
Common	Buy Transaction	42	110.8745 USD
Common	Buy Transaction	100	110.8750 USD
Common	Buy Transaction	31	110.8784 USD
Common	Buy Transaction	100	110.8800 USD
Common	Buy Transaction	153	110.8816 USD
Common	Buy Transaction	175	110.8830 USD
Common	Buy Transaction	98	110.8894 USD
Common	Buy Transaction	35	110.8920 USD
Common	Buy Transaction	33	110.9121 USD
Common	Buy Transaction	296	110.9125 USD
Common	Buy Transaction	71	110.9127 USD
Common	Buy Transaction	242	110.9303 USD
Common	Buy Transaction	851	110.9383 USD
Common	Buy Transaction	965	110.9387 USD
Common	Buy Transaction	170	110.9391 USD
Common	Buy Transaction	530	110.9394 USD
Common	Buy Transaction	182	110.9419 USD
Common	Buy Transaction	75,000	110.9904 USD
Common	Buy Transaction	75,000	110.9974 USD
Common	Buy Transaction	50,000	110.9981 USD
Common	DVP Transaction	4,041	110.8700 USD
Common	RVP Transaction	4,041	110.8700 USD
Common	Sell Transaction	111	110.6200 USD
Common	Sell Transaction	832	110.7189 USD
Common	Sell Transaction	672	110.7687 USD
Common	Sell Transaction	105	110.8600 USD
Common	Sell Transaction	45,230	110.8657 USD
Common	Sell Transaction	4,041	110.8700 USD
Common	Sell Transaction	90,078	111.0000 USD

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(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 (Note 6)	Price per unit (Note 5)

(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 (Note 6)	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 (Note 5)

(d)           Other dealings (including transactions in respect of new securities) (Note 3)

Class of relevant security	Nature of dealing e.g. subscription, conversion, exercise	Details	Price per unit (if applicable) (Note 5)

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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

(b)           Agreements, arrangements or understandings relating to options or derivatives

Full details of any agreement, arrangement or understanding between the person disclosing and any other person relating to the voting rights of any relevant securities under any option referred to on this form or relating to the voting rights or future acquisition or disposal of any relevant securities to which any derivative referred to on this form is referenced. If none, this should be stated.
None

(c)           Attachments

Is a Supplemental Form 8 attached?	YES

Date of disclosure	10 May 2023
Contact name	Paula Sharp
Telephone number	020 7645 9700

Public disclosures under Rule 8.3 of the Rules must be made to a Regulatory Information Service.

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SUPPLEMENTAL FORM 8

IRISH TAKEOVER PANEL

DISCLOSURE UNDER RULE 8.1, RULE 8.3, RULE 38.5(b) AND

RULE 38.6 OF THE IRISH TAKEOVER PANEL ACT, 1997,

TAKEOVER RULES, 2022

DETAILS OF OPEN STOCK-SETTLED DERIVATIVE (INCLUDING

OPTION) POSITIONS, AGREEMENTS TO PURCHASE OR SELL AND

RIGHTS TO SUBSCRIBE FOR NEW SECURITIES

1.             KEY INFORMATION

Full name of person making disclosure:	Citadel Group
Name of offeror/offeree in relation to whose relevant securities the disclosure relates:	HORIZON THERAPEUTICS PLC

2.             STOCK-SETTLED DERIVATIVES (INCLUDING OPTIONS)

Class of relevant security	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	Sold	50,000	100 USD	American	18/08/2023
Common	Call Option	Purchased	50,000	115 USD	American	18/08/2023
Common	Put Option	Sold	30,000	100 USD	American	19/05/2023
Common	Put Option	Sold	280,000	90 USD	American	21/07/2023
Common	Put Option	Purchased	- 50,000	80 USD	American	18/08/2023
Common	Put Option	Purchased	- 30,000	85 USD	American	19/05/2023
Common	Put Option	Purchased	- 280,000	105 USD	American	21/07/2023

3.             AGREEMENTS TO PURCHASE OR SELL

Full details should be given so that the nature of the interest or position can be fully understood:

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4.             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:

It is not necessary to provide details on a Supplemental Form with regard to cash-settled derivatives.

The currency of all prices and other monetary amounts should be stated.

For full details of disclosure requirements, see Rule 8 of the Rules. If in doubt, consult the Panel.

References in these notes to "the Rules" are to the Irish Takeover Panel Act, 1997, Takeover Rules, 2022.

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