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Citadel Group Major Shareholding Notification 2023

Sep 1, 2023

10454_mrq_2023-09-01_883de97a-5f59-4c7c-bae6-cd18caf3fd24.html

Major Shareholding Notification

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National Storage Mechanism | Additional information

RNS Number : 1150L

Citadel Group

01 September 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
31 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 5,829,883 2.54 0 0.00
(2)   Cash-settled derivatives 607,503 0.26 0 0.00
(3)   Stock-settled derivatives (including options) and agreements to purchase/ sell 870,400 0.38 3,253,800 1.42
Total 7,307,786 3.19 3,253,800 1.42

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 24 112.8800 USD
Common Buy Transaction 86 112.9300 USD
Common Buy Transaction 22 112.9473 USD
Common Buy Transaction 43 112.9786 USD
Common Buy Transaction 200 112.9950 USD
Common Buy Transaction 201 113.1439 USD
Common Sell Transaction 14,427 112.8677 USD
Common Sell Transaction 5,770 112.8677 USD
Common Sell Transaction 3,608 112.8677 USD
Common Sell Transaction 100 112.9900 USD
Common Sell Transaction 200 113.0025 USD
Common Sell Transaction 39,949 113.0056 USD
Common Sell Transaction 15,983 113.0057 USD
Common Sell Transaction 9,994 113.0058 USD
Common Sell Transaction 1,116 113.0105 USD
Common Sell Transaction 690 113.0107 USD
Common Sell Transaction 2,794 113.0109 USD
Common Sell Transaction 841 113.0164 USD
Common Sell Transaction 1,317 113.0176 USD
Common Sell Transaction 3,342 113.0178 USD
Common Sell Transaction 5,500 113.0250 USD
Common Sell Transaction 7,930 113.0326 USD
Common Sell Transaction 4,967 113.0327 USD
Common Sell Transaction 19,846 113.0327 USD
Common Sell Transaction 695 113.0342 USD
Common Sell Transaction 1,116 113.0344 USD
Common Sell Transaction 2,789 113.0345 USD
Common Sell Transaction 26 113.0396 USD
Common Sell Transaction 674 113.0400 USD
Common Sell Transaction 2,324 113.0404 USD
Common Sell Transaction 9,276 113.0405 USD
Common Sell Transaction 3,726 113.0407 USD
Common Sell Transaction 219 113.0444 USD
Common Sell Transaction 1,540 113.0456 USD
Common Sell Transaction 3,818 113.0461 USD
Common Sell Transaction 942 113.0468 USD
Common Sell Transaction 100 113.0500 USD
Common Sell Transaction 89 113.0502 USD
Common Sell Transaction 366 113.0513 USD
Common Sell Transaction 145 113.0517 USD
Common Sell Transaction 6 113.0600 USD
Common Sell Transaction 917 113.0676 USD
Common Sell Transaction 100 113.1200 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 586 113.0271 USD
Common CFD Reducing long position 1,218 113.0317 USD
Common CFD Reducing long position 972 113.0323 USD
Common CFD Reducing long position 2,619 113.0325 USD
Common CFD Reducing long position 587 113.0337 USD
Common CFD Reducing long position 166 113.0427 USD
Common CFD Reducing long position 53 113.0481 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 Call Option Buy Transaction 2,695 115.0000 USD American 2023-Sep-01 0.0500 USD
Common Call Option Sell Transaction 466 120.0000 USD American 2023-Dec-15 0.1000 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 1 September 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 -5,000 90.0 USD American 15/09/2023
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 Call Option Purchased 27,300 115.0 USD American 15/09/2023
Common Put Option Purchased -280,000 80.0 USD American 15/12/2023
Common Call Option Purchased 242,200 115.0 USD American 01/09/2023
Common Put Option Purchased -3,100 99.5 USD American 01/09/2023
Common Put Option Purchased -100 55.0 USD American 19/01/2024
Common Put Option Purchased -958,900 100.0 USD American 19/01/2024
Common Put Option Purchased -12,900 70.0 USD American 19/01/2024
Common Put Option Purchased -3,800 100.0 USD American 17/11/2023
Common Put Option Purchased -300,000 110.0 USD American 19/01/2024
Common Put Option Purchased -400 104.0 USD American 01/09/2023
Common Put Option Purchased -15,000 102.0 USD American 01/09/2023
Common Put Option Purchased -1,500 90.0 USD American 17/11/2023
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 -900 115.0 USD American 15/03/2024
Common Put Option Sold 9,400 95.0 USD American 17/11/2023
Common Call Option Sold -50,000 120.0 USD American 19/01/2024
Common Call Option Sold -319,600 106.0 USD American 01/09/2023
Common Put Option Sold 442,800 60.0 USD American 19/01/2024
Common Put Option Sold 32,800 55.0 USD American 17/11/2023
Common Call Option Sold -200,000 110.0 USD American 20/10/2023
Common Put Option Sold 700 50.0 USD American 19/01/2024
Common Call Option Sold -250,000 110.0 USD American 15/09/2023
Common Call Option Sold -10,900 115.0 USD American 17/01/2025
Common Call Option Sold -100,000 110.0 USD American 19/01/2024
Common Call Option Sold -147,400 120.0 USD American 15/12/2023
Common Put Option Sold 52,000 55.0 USD American 15/09/2023
Common Call Option Sold -2,300 120.0 USD American 15/09/2023
Common Call Option Sold -30,000 105.0 USD American 15/09/2023
Common Call Option Sold -352,000 115.0 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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