Citadel Group — Major Shareholding Notification 2023

Jun 26, 2023

National Storage Mechanism | Additional information

RNS Number : 8846D

Citadel Group

26 June 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	23 June 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	4,497,297	1.96	220,199	0.09
(2)   Cash-settled derivatives	0	0.00	0	0.00
(3)   Stock-settled derivatives (including options) and agreements to purchase/ sell	1,612,500	0.70	1,479,500	0.64
Total	6,109,797	2.67	1,699,699	0.74

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	41	101.1268 USD
Common	Buy Transaction	245	101.1269 USD
Common	Buy Transaction	114	101.1269 USD
Common	Buy Transaction	10,000	102.2514 USD
Common	Buy Transaction	12,278	102.3050 USD
Common	Buy Transaction	602	102.6335 USD
Common	Buy Transaction	1,869	102.7398 USD
Common	Buy Transaction	535	102.9070 USD
Common	Buy Transaction	100	102.9900 USD
Common	Buy Transaction	43,542	103.1090 USD
Common	Buy Transaction	855	103.1705 USD
Common	Buy Transaction	19,471	103.2205 USD
Common	Buy Transaction	100	103.7500 USD
Common	DVP Transaction	795	102.5600 USD
Common	RVP Transaction	795	102.5600 USD
Common	Sell Transaction	87	102.0900 USD
Common	Sell Transaction	15	102.1500 USD
Common	Sell Transaction	100	102.2100 USD
Common	Sell Transaction	772	102.2911 USD
Common	Sell Transaction	300	102.3183 USD
Common	Sell Transaction	405	102.5131 USD
Common	Sell Transaction	1,035	102.5145 USD
Common	Sell Transaction	210	102.5153 USD
Common	Sell Transaction	795	102.5600 USD
Common	Sell Transaction	282	102.6072 USD
Common	Sell Transaction	1,349	102.6080 USD
Common	Sell Transaction	514	102.6083 USD
Common	Sell Transaction	437	102.6108 USD
Common	Sell Transaction	2,097	102.6123 USD
Common	Sell Transaction	792	102.6135 USD
Common	Sell Transaction	303	102.6250 USD
Common	Sell Transaction	992	102.6312 USD
Common	Sell Transaction	825	102.6314 USD
Common	Sell Transaction	4,779	102.6314 USD
Common	Sell Transaction	1,818	102.6315 USD
Common	Sell Transaction	174	102.6326 USD
Common	Sell Transaction	321	102.6339 USD
Common	Sell Transaction	843	102.6340 USD
Common	Sell Transaction	174	102.6341 USD
Common	Sell Transaction	172	102.7069 USD
Common	Sell Transaction	829	102.7071 USD
Common	Sell Transaction	315	102.7072 USD
Common	Sell Transaction	449	102.7353 USD
Common	Sell Transaction	1,207	102.7542 USD
Common	Sell Transaction	250	102.7546 USD
Common	Sell Transaction	459	102.7565 USD
Common	Sell Transaction	250	102.7879 USD
Common	Sell Transaction	399	102.7929 USD
Common	Sell Transaction	1,949	102.7958 USD
Common	Sell Transaction	1,196	102.7977 USD
Common	Sell Transaction	752	102.8006 USD
Common	Sell Transaction	460	102.8051 USD
Common	Sell Transaction	475	102.8195 USD
Common	Sell Transaction	156	102.8825 USD
Common	Sell Transaction	756	102.8883 USD
Common	Sell Transaction	291	102.8941 USD
Common	Sell Transaction	1,180	102.9144 USD
Common	Sell Transaction	5,687	102.9183 USD
Common	Sell Transaction	2,171	102.9241 USD
Common	Sell Transaction	2,434	103.0774 USD
Common	Sell Transaction	11,422	103.5935 USD
Common	Sell Transaction	24,729	103.6280 USD
Common	Sell Transaction	22,852	103.6321 USD
Common	Sell Transaction	454	103.9009 USD
Common	Sell Transaction	300	104.0900 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
Common	Call Option	Buy Transaction	3,000	110.0000 USD	American	2023-Aug-18	1.2000 USD
Common	Call Option	DVP Transaction	1,250	115.0000 USD	American	2023-Jul-21	0.4092 USD
Common	Call Option	DVP Transaction	1,250	110.0000 USD	American	2023-Jul-21	0.9977 USD
Common	Call Option	RVP Transaction	1,250	115.0000 USD	American	2023-Jul-21	0.4092 USD
Common	Call Option	RVP Transaction	1,250	110.0000 USD	American	2023-Jul-21	0.9977 USD

(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	26 June 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	Purchased	-18,700	80.0 USD	American	18/08/2023
Common	Call Option	Purchased	50,000	115.0 USD	American	18/08/2023
Common	Put Option	Purchased	-42,400	85.0 USD	American	18/08/2023
Common	Put Option	Purchased	-62,500	70.0 USD	American	19/01/2024
Common	Put Option	Purchased	-15,000	90.0 USD	American	18/08/2023
Common	Put Option	Purchased	-280,000	80.0 USD	American	15/12/2023
Common	Put Option	Purchased	-74,700	100.0 USD	American	18/08/2023
Common	Call Option	Purchased	11,100	105.0 USD	American	18/08/2023
Common	Put Option	Sold	4,400	60.0 USD	American	18/08/2023
Common	Put Option	Sold	52,000	55.0 USD	American	15/09/2023
Common	Put Option	Sold	62,500	90.0 USD	American	19/01/2024
Common	Put Option	Sold	700	50.0 USD	American	19/01/2024
Common	Put Option	Sold	338,300	100.0 USD	American	21/07/2023
Common	Call Option	Sold	-269,200	105.0 USD	American	21/07/2023
Common	Put Option	Sold	32,800	55.0 USD	American	17/11/2023
Common	Put Option	Sold	280,000	90.0 USD	American	21/07/2023
Common	Call Option	Sold	-12,000	100.0 USD	American	21/07/2023
Common	Put Option	Sold	779,900	95.0 USD	American	18/08/2023
Common	Call Option	Sold	-5,000	120.0 USD	American	18/08/2023
Common	Put Option	Sold	700	60.0 USD	American	17/11/2023
Common	Call Option	Sold	-700,000	110.0 USD	American	18/08/2023
Common	Put Option	Sold	100	65.0 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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