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Citadel Group Major Shareholding Notification 2023

Aug 9, 2023

10454_mrq_2023-08-09_2ac13fbb-8e7a-45af-82a2-107831a0253b.html

Major Shareholding Notification

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National Storage Mechanism | Additional information

RNS Number : 7985I

Citadel Group

09 August 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
8 August 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 5,221,890 2.28 0 0.00
(2)   Cash-settled derivatives 0 0.00 0 0.00
(3)   Stock-settled derivatives (including options) and agreements to purchase/ sell 1,554,400 0.67 3,728,800 1.62
Total 6,776,290 2.95 3,728,800 1.62

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 26 102.4700 USD
Common Buy Transaction 24,860 102.4821 USD
Common Buy Transaction 25,400 102.5000 USD
Common Buy Transaction 152 103.1072 USD
Common Buy Transaction 1,552 103.1153 USD
Common Buy Transaction 40,000 103.1700 USD
Common Buy Transaction 246 103.3434 USD
Common Buy Transaction 200 103.4775 USD
Common Buy Transaction 19,694 103.6396 USD
Common Buy Transaction 95,853 103.6492 USD
Common Buy Transaction 37,095 103.6605 USD
Common Buy Transaction 36,140 104.0346 USD
Common Sell Transaction 117 102.5354 USD
Common Sell Transaction 200 102.6000 USD
Common Sell Transaction 200 102.6050 USD
Common Sell Transaction 2,500 102.6418 USD
Common Sell Transaction 5,000 103.0027 USD
Common Sell Transaction 5,000 103.0417 USD
Common Sell Transaction 15,000 103.5015 USD
Common Sell Transaction 5,135 103.5277 USD
Common Sell Transaction 4 103.9900 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
Common Put Option Buy Transaction 2,349 95.0000 USD American 2023-Aug-18 0.1000 USD
Common Put Option Buy Transaction 162 95.0000 USD American 2023-Aug-18 0.1500 USD
Common Put Option Buy Transaction 10 100.0000 USD American 2023-Aug-18 0.2000 USD
Common Call Option Buy Transaction 250 105.0000 USD American 2023-Aug-18 0.3250 USD
Common Put Option Buy Transaction 5 100.0000 USD American 2023-Aug-18 0.4300 USD
Common Put Option Buy Transaction 10 100.0000 USD American 2023-Aug-18 0.4500 USD
Common Put Option Buy Transaction 55 100.0000 USD American 2023-Aug-18 0.5000 USD
Common Put Option Buy Transaction 100 103.0000 USD American 2023-Aug-18 0.5000 USD
Common Put Option Buy Transaction 18 100.0000 USD American 2023-Aug-18 0.5200 USD
Common Put Option Buy Transaction 9 100.0000 USD American 2023-Aug-18 0.5300 USD
Common Put Option Buy Transaction 17 100.0000 USD American 2023-Aug-18 0.5400 USD
Common Put Option Buy Transaction 375 100.0000 USD American 2023-Aug-18 0.5500 USD
Common Put Option Buy Transaction 68 100.0000 USD American 2023-Aug-18 0.5600 USD
Common Put Option Buy Transaction 7 100.0000 USD American 2023-Aug-18 0.5700 USD
Common Put Option Buy Transaction 12 100.0000 USD American 2023-Aug-18 0.5800 USD
Common Put Option Buy Transaction 143 100.0000 USD American 2023-Aug-18 0.6000 USD
Common Call Option Buy Transaction 2 105.0000 USD American 2023-Aug-18 0.7000 USD
Common Call Option Buy Transaction 500 115.0000 USD American 2024-Jan-19 1.1500 USD
Common Put Option Buy Transaction 540 60.0000 USD American 2024-Jan-19 1.6000 USD
Common Put Option Buy Transaction 24 60.0000 USD American 2024-Jan-19 1.6500 USD
Common Put Option Buy Transaction 8 60.0000 USD American 2024-Jan-19 1.8000 USD
Common Call Option Sell Transaction 500 120.0000 USD American 2024-Jan-19 0.0500 USD
Common Call Option Sell Transaction 4 104.0000 USD American 2023-Aug-11 0.3500 USD
Common Call Option Sell Transaction 5 104.0000 USD American 2023-Aug-18 0.4300 USD
Common Call Option Sell Transaction 482 105.0000 USD American 2023-Aug-18 0.4500 USD
Common Call Option Sell Transaction 800 104.0000 USD American 2023-Aug-11 0.5000 USD
Common Call Option Sell Transaction 47 104.0000 USD American 2023-Aug-18 0.5000 USD
Common Call Option Sell Transaction 8 104.0000 USD American 2023-Aug-18 0.5200 USD
Common Call Option Sell Transaction 21 104.0000 USD American 2023-Aug-18 0.5300 USD
Common Call Option Sell Transaction 6 104.0000 USD American 2023-Aug-18 0.5400 USD
Common Call Option Sell Transaction 385 104.0000 USD American 2023-Aug-18 0.5500 USD
Common Call Option Sell Transaction 37 104.0000 USD American 2023-Aug-18 0.5600 USD
Common Call Option Sell Transaction 5 104.0000 USD American 2023-Aug-18 0.5700 USD
Common Call Option Sell Transaction 19 104.0000 USD American 2023-Aug-18 0.5800 USD
Common Call Option Sell Transaction 1 104.0000 USD American 2023-Aug-18 0.5900 USD
Common Call Option Sell Transaction 175 104.0000 USD American 2023-Aug-18 0.6000 USD
Common Call Option Sell Transaction 10 104.0000 USD American 2023-Aug-18 0.6200 USD
Common Call Option Sell Transaction 17 104.0000 USD American 2023-Aug-18 0.7500 USD
Common Call Option Sell Transaction 150 105.0000 USD American 2023-Aug-18 0.8000 USD
Common Call Option Sell Transaction 1 104.0000 USD American 2023-Aug-18 0.8000 USD
Common Put Option Sell Transaction 738 104.0000 USD American 2023-Aug-18 0.8500 USD
Common Put Option Sell Transaction 500 70.0000 USD American 2024-Jan-19 3.4000 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)

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 9 August 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 Call Option Purchased 50,000 115.0 USD American 18/08/2023
Common Put Option Purchased -280,000 80.0 USD American 15/12/2023
Common Put Option Purchased -59,100 80.0 USD American 18/08/2023
Common Put Option Purchased -10,000 103.0 USD American 18/08/2023
Common Put Option Purchased -65,100 85.0 USD American 18/08/2023
Common Put Option Purchased -100 55.0 USD American 19/01/2024
Common Put Option Purchased -12,900 70.0 USD American 19/01/2024
Common Put Option Purchased -200,000 75.0 USD American 17/11/2023
Common Put Option Purchased -958,900 100.0 USD American 19/01/2024
Common Call Option Purchased 2,800 115.0 USD American 19/01/2024
Common Put Option Purchased -26,000 90.0 USD American 18/08/2023
Common Put Option Purchased -400 70.0 USD American 18/08/2023
Common Put Option Purchased -2,700 100.0 USD American 18/08/2023
Common Call Option Sold -100 120.0 USD American 15/12/2023
Common Call Option Sold -2,300 120.0 USD American 15/09/2023
Common Call Option Sold -983,300 105.0 USD American 18/08/2023
Common Put Option Sold 831,900 95.0 USD American 18/08/2023
Common Call Option Sold -73,700 104.0 USD American 18/08/2023
Common Put Option Sold 52,000 55.0 USD American 15/09/2023
Common Call Option Sold -200,000 110.0 USD American 20/10/2023
Common Put Option Sold 32,800 55.0 USD American 17/11/2023
Common Call Option Sold -5,000 120.0 USD American 18/08/2023
Common Put Option Sold 700 50.0 USD American 19/01/2024
Common Put Option Sold 73,800 104.0 USD American 18/08/2023
Common Call Option Sold -10,900 115.0 USD American 17/01/2025
Common Call Option Sold -900 115.0 USD American 15/03/2024
Common Put Option Sold 442,800 60.0 USD American 19/01/2024
Common Put Option Sold 700 60.0 USD American 17/11/2023
Common Put Option Sold 62,500 90.0 USD American 19/01/2024
Common Call Option Sold -707,000 110.0 USD American 18/08/2023
Common Put Option Sold 4,400 60.0 USD American 18/08/2023
Common Call Option Sold -80,400 104.0 USD American 11/08/2023
Common Call Option Sold -50,000 120.0 USD American 19/01/2024

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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