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Citadel Group Major Shareholding Notification 2023

Aug 31, 2023

10454_mrq_2023-08-31_8520a75d-fbf4-428e-8d33-7103d1f40afa.html

Major Shareholding Notification

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National Storage Mechanism | Additional information

RNS Number : 9672K

Citadel Group

31 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
30 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 5,994,883 2.61 0 0.00
(2)   Cash-settled derivatives 613,704 0.26 0 0.00
(3)   Stock-settled derivatives (including options) and agreements to purchase/ sell 628,200 0.27 3,234,500 1.41
Total 7,236,787 3.16 3,234,500 1.41

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 3 112.8200 USD
Common Buy Transaction 4 112.8500 USD
Common Buy Transaction 47 112.9487 USD
Common Buy Transaction 200 113.0000 USD
Common Buy Transaction 12 113.1042 USD
Common Buy Transaction 496 113.1982 USD
Common Buy Transaction 1,603 113.2495 USD
Common Buy Transaction 50,000 113.5121 USD
Common Sell Transaction 164 112.7848 USD
Common Sell Transaction 263 112.7849 USD
Common Sell Transaction 657 112.7850 USD
Common Sell Transaction 11,174 112.8200 USD
Common Sell Transaction 10 112.8260 USD
Common Sell Transaction 9,346 112.8464 USD
Common Sell Transaction 23,371 112.8464 USD
Common Sell Transaction 5,843 112.8464 USD
Common Sell Transaction 1,604 112.8982 USD
Common Sell Transaction 773 112.8987 USD
Common Sell Transaction 6,736 112.9140 USD
Common Sell Transaction 1,684 112.9140 USD
Common Sell Transaction 2,695 112.9141 USD
Common Sell Transaction 35 112.9194 USD
Common Sell Transaction 21 112.9195 USD
Common Sell Transaction 75 113.0000 USD
Common Sell Transaction 200 113.0200 USD
Common Sell Transaction 100 113.1000 USD
Common Sell Transaction 302 113.1275 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)
Common CFD Reducing long position 622 112.8036 USD
Common CFD Reducing long position 1,551 112.8037 USD
Common CFD Reducing long position 388 112.8038 USD
Common CFD Reducing long position 1,218 112.9671 USD
Common CFD Increasing long position 8,852 112.9755 USD
Common CFD Increasing long position 6,735 112.9998 USD
Common CFD Reducing long position 4,037 113.0253 USD
Common CFD Reducing long position 11,109 113.0288 USD
Common CFD Reducing long position 2,599 113.0315 USD
Common CFD Reducing long position 5,321 113.0345 USD
Common CFD Reducing long position 993 113.0444 USD
Common CFD Reducing long position 499 113.0602 USD
Common CFD Reducing long position 27,074 113.0743 USD
Common CFD Reducing long position 16,921 113.0743 USD
Common CFD Reducing long position 67,685 113.0743 USD
Common CFD Increasing long position 33,999 113.5584 USD

(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 100 98.0000 USD American 2023-Sep-01 0.0500 USD
Common Put Option Buy Transaction 31 99.5000 USD American 2023-Sep-01 0.0500 USD
Common Call Option Buy Transaction 265 115.0000 USD American 2023-Sep-15 0.7500 USD
Common Call Option Buy Transaction 8 115.0000 USD American 2023-Sep-15 0.8500 USD
Common Call Option Sell Transaction 1,007 120.0000 USD American 2023-Dec-15 0.1000 USD
Common Call Option Sell Transaction 265 115.0000 USD American 2023-Sep-01 0.1000 USD
Common Call Option Sell Transaction 8 115.0000 USD American 2023-Sep-01 0.2000 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 31 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 Put Option Purchased -10,000 98.0 USD American 01/09/2023
Common Put Option Purchased -200,000 75.0 USD American 17/11/2023
Common Put Option Purchased -400 104.0 USD American 01/09/2023
Common Put Option Purchased -300,000 110.0 USD American 19/01/2024
Common Put Option Purchased -15,000 102.0 USD American 01/09/2023
Common Put Option Purchased -958,900 100.0 USD American 19/01/2024
Common Call Option Purchased 27,300 115.0 USD American 15/09/2023
Common Put Option Purchased -3,800 100.0 USD American 17/11/2023
Common Put Option Purchased -12,900 70.0 USD American 19/01/2024
Common Put Option Purchased -280,000 80.0 USD American 15/12/2023
Common Put Option Purchased -3,100 99.5 USD American 01/09/2023
Common Put Option Purchased -1,500 90.0 USD American 17/11/2023
Common Put Option Purchased -5,000 90.0 USD American 15/09/2023
Common Put Option Purchased -100 55.0 USD American 19/01/2024
Common Put Option Sold 442,800 60.0 USD American 19/01/2024
Common Put Option Sold 700 50.0 USD American 19/01/2024
Common Call Option Sold -30,000 105.0 USD American 15/09/2023
Common Put Option Sold 9,400 95.0 USD American 17/11/2023
Common Call Option Sold -27,300 115.0 USD American 01/09/2023
Common Put Option Sold 62,500 90.0 USD American 19/01/2024
Common Put Option Sold 700 60.0 USD American 17/11/2023
Common Put Option Sold 32,800 55.0 USD American 17/11/2023
Common Put Option Sold 52,000 55.0 USD American 15/09/2023
Common Call Option Sold -319,600 106.0 USD American 01/09/2023
Common Call Option Sold -50,000 120.0 USD American 19/01/2024
Common Call Option Sold -250,000 110.0 USD American 15/09/2023
Common Call Option Sold -900 115.0 USD American 15/03/2024
Common Call Option Sold -10,900 115.0 USD American 17/01/2025
Common Call Option Sold -352,000 115.0 USD American 19/01/2024
Common Call Option Sold -2,300 120.0 USD American 15/09/2023
Common Call Option Sold -100,800 120.0 USD American 15/12/2023
Common Call Option Sold -200,000 110.0 USD American 20/10/2023
Common Call Option Sold -100,000 110.0 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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