Citadel Group — Major Shareholding Notification 2023

May 11, 2023

National Storage Mechanism | Additional information

RNS Number : 1320Z

Citadel Group

11 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	10 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	4,267,158	1.86	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	4,677,158	2.04	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	58	110.1200 USD
Common	Buy Transaction	254	110.3443 USD
Common	Buy Transaction	528	110.3450 USD
Common	Buy Transaction	118	110.3466 USD
Common	Buy Transaction	300	110.3500 USD
Common	Buy Transaction	200	110.3550 USD
Common	Buy Transaction	10,861	110.4000 USD
Common	Buy Transaction	9	110.4044 USD
Common	Buy Transaction	60	110.4102 USD
Common	Buy Transaction	85	110.4131 USD
Common	Buy Transaction	68	110.4132 USD
Common	Buy Transaction	218	110.4133 USD
Common	Buy Transaction	191	110.4134 USD
Common	Buy Transaction	116	110.4134 USD
Common	Buy Transaction	74	110.4165 USD
Common	Buy Transaction	40	110.4196 USD
Common	Buy Transaction	18	110.4236 USD
Common	Buy Transaction	17	110.4371 USD
Common	Buy Transaction	244	110.5030 USD
Common	Buy Transaction	98	110.5038 USD
Common	Buy Transaction	318	110.5039 USD
Common	Buy Transaction	602	110.5040 USD
Common	Buy Transaction	531	110.5042 USD
Common	Buy Transaction	95	110.5042 USD
Common	Buy Transaction	209	110.6670 USD
Common	Buy Transaction	69	110.6677 USD
Common	Buy Transaction	39	110.6685 USD
Common	Buy Transaction	189	110.6691 USD
Common	Buy Transaction	111	110.6695 USD
Common	Buy Transaction	33	110.6721 USD
Common	Buy Transaction	166	110.7230 USD
Common	Buy Transaction	471	110.7246 USD
Common	Buy Transaction	525	110.7246 USD
Common	Buy Transaction	281	110.7250 USD
Common	Buy Transaction	85	110.7262 USD
Common	Buy Transaction	95	110.7302 USD
Common	Buy Transaction	404	110.7909 USD
Common	Buy Transaction	949	110.8382 USD
Common	Buy Transaction	910	110.8788 USD
Common	Buy Transaction	100	110.9100 USD
Common	Buy Transaction	207	110.9674 USD
Common	Buy Transaction	100	111.0100 USD
Common	DVP Transaction	8,328	110.4000 USD
Common	RVP Transaction	8,328	110.4000 USD
Common	Sell Transaction	138	110.4000 USD
Common	Sell Transaction	28,674	110.5087 USD
Common	Sell Transaction	10,932	110.5683 USD
Common	Sell Transaction	5,585	110.6308 USD
Common	Sell Transaction	75,377	110.7500 USD
Common	Sell Transaction	1,514	110.7507 USD
Common	Sell Transaction	5	110.9200 USD
Common	Sell Transaction	29	110.9300 USD
Common	Sell Transaction	463	110.9356 USD
Common	Sell Transaction	400	110.9400 USD
Common	Sell Transaction	359	110.9449 USD
Common	Sell Transaction	200	110.9600 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	11 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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