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Citadel Group Major Shareholding Notification 2023

Jun 27, 2023

10454_mrq_2023-06-27_ae330d2e-3d94-412f-871e-054ed608ca66.html

Major Shareholding Notification

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National Storage Mechanism | Additional information

RNS Number : 0873E

Citadel Group

27 June 2023

Ap27

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
26 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.

Ap28

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 4,461,687 1.95 130,973 0.05
(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 6,074,187 2.65 1,610,473 0.70

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 105 102.0600 USD
Common Buy Transaction 202 102.0941 USD
Common Buy Transaction 889 102.1342 USD
Common Buy Transaction 280 102.2507 USD
Common Buy Transaction 181 102.2509 USD
Common Buy Transaction 39,045 102.4616 USD
Common Buy Transaction 50,000 102.4981 USD
Common Sell Transaction 100 102.1200 USD
Common Sell Transaction 11 102.2000 USD
Common Sell Transaction 37 102.2251 USD
Common Sell Transaction 40 102.2387 USD
Common Sell Transaction 21 102.2443 USD
Common Sell Transaction 3 102.3033 USD
Common Sell Transaction 300 102.3367 USD
Common Sell Transaction 250 102.3480 USD
Common Sell Transaction 5,665 102.3950 USD
Common Sell Transaction 1,216 102.3964 USD
Common Sell Transaction 2,377 102.4033 USD
Common Sell Transaction 1,113 102.4034 USD
Common Sell Transaction 237 102.4037 USD
Common Sell Transaction 468 102.4091 USD
Common Sell Transaction 89 102.4124 USD
Common Sell Transaction 420 102.4171 USD
Common Sell Transaction 1,430 102.4253 USD
Common Sell Transaction 310 102.4260 USD
Common Sell Transaction 484 102.4268 USD
Common Sell Transaction 25 102.4274 USD
Common Sell Transaction 617 102.4281 USD
Common Sell Transaction 129 102.4291 USD
Common Sell Transaction 177 102.4303 USD
Common Sell Transaction 115 102.4308 USD
Common Sell Transaction 12 102.4317 USD
Common Sell Transaction 70 102.4384 USD
Common Sell Transaction 65 102.4464 USD
Common Sell Transaction 131 102.4468 USD
Common Sell Transaction 759 102.4473 USD
Common Sell Transaction 1,605 102.4479 USD
Common Sell Transaction 347 102.4480 USD
Common Sell Transaction 115 102.4488 USD
Common Sell Transaction 133 102.4495 USD
Common Sell Transaction 197 102.4499 USD
Common Sell Transaction 192 102.4500 USD
Common Sell Transaction 536 102.4502 USD
Common Sell Transaction 548 102.4505 USD
Common Sell Transaction 454 102.4508 USD
Common Sell Transaction 98 102.4513 USD
Common Sell Transaction 32 102.4519 USD
Common Sell Transaction 53 102.4543 USD
Common Sell Transaction 18 102.4569 USD
Common Sell Transaction 1,136 102.4613 USD
Common Sell Transaction 349 102.4613 USD
Common Sell Transaction 248 102.4625 USD
Common Sell Transaction 60 102.4640 USD
Common Sell Transaction 172 102.4645 USD
Common Sell Transaction 143 102.4650 USD
Common Sell Transaction 37 102.4654 USD
Common Sell Transaction 63 102.4656 USD
Common Sell Transaction 267 102.4671 USD
Common Sell Transaction 661 102.4678 USD
Common Sell Transaction 778 102.4686 USD
Common Sell Transaction 143 102.4687 USD
Common Sell Transaction 286 102.4705 USD
Common Sell Transaction 171 102.4708 USD
Common Sell Transaction 6 102.4717 USD
Common Sell Transaction 15 102.4722 USD
Common Sell Transaction 223 102.4741 USD
Common Sell Transaction 1,180 102.4745 USD
Common Sell Transaction 1,783 102.4746 USD
Common Sell Transaction 5,419 102.4755 USD
Common Sell Transaction 32 102.4761 USD
Common Sell Transaction 644 102.4916 USD
Common Sell Transaction 477 102.4916 USD
Common Sell Transaction 99 102.4924 USD
Common Sell Transaction 163 102.4936 USD
Common Sell Transaction 272 102.4947 USD
Common Sell Transaction 47 102.5024 USD
Common Sell Transaction 216 102.5025 USD
Common Sell Transaction 137 102.5025 USD
Common Sell Transaction 6 102.5100 USD
Common Sell Transaction 105 102.5600 USD

Ap29

(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)

Ap30

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 27 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.

Ap32

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

3.             AGREEMENTS TO PURCHASE OR SELL

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

Ap33

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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